A Stranger's Love
by Dragon'z Wrath
Summary: A pony that has been cast out and rejected all his life has discovered Ponyville, and decides to try and start a life there. will he be accepted? will he find love? This is the tale of Night Wing. rated M for a reason. 20% clopfic, 80% storyline. my first fanfic so reviews and critiques are welcome. no flamers if you please. OCxMane 6 and a few others.
1. Chapter 1

A Stranger's Love

Chapter 1

Night time. It's the only time that I can truly fly without anypony pointing and yelling, or running away in fear. I can't really blame them; my appearance does not suggest that I am friendly. I'm a black furred Pegasus stallion with red streaks in my mane and tail, but that is not why ponies are struck with fright when they see me. I was born with abnormally large and strangely shaped wings. I have been told they look menacing when fully extended, not that I try to be. While they are feathered like any other Pegasus's, they are shaped like a fusion of dragon and bat wings. They are big enough to cover two ponies each if they were standing next to me with enough extra to stick a filly under there as well. It is because of this that I have been chased out of most of the places I have lived. Canterlot, Manehattan, and my birthplace, Cloudsdale; all have shunned me or shut me out. Even Apploosa, which was known for its hospitality kicked me out; although they did do it graciously and discretely. Since then I have been flying from forest to cave searching for a place to stay. Recently I had come across a few wilderness explorer ponies that said that Ponyville was a nice place, and that the town harbored a few strange ponies already. Feeling a hope I had not felt in ages I decided right then to go there and see if they would accept me.

As I made my way through the night sky for the third day in a row I saw lights in the distance. I took a deep breath of the crisp night air and lowered myself so I was flying over the tips of the trees of the forest below me. The closer I got to the town, the fewer trees there were between me and the ground, so I decided to skim the forest floor; careful not to hit any trees. Once at the edge of town I folded my wings so that they looked somewhat normal sized and walked towards what looked like an inn of some sort. I walked inside and went up to the counter, ringing a small bell on it as I did. A friendly looking mare unicorn trotted out from an office behind the counter and smiled at me.

"Hello there sir, how may I help you?" she said in a tired but cheerful voice.

"Um, hi," I said dumbly, not used to anypony being friendly towards me. "I would like to stay here for a while. Is there any room?"

"Let me check," replied the mare as she used her magic to flip through a book on the counter. "Aha, here we go. There is a room available on the second floor."

"That would be great," I said honestly. "How much for a night?"

"30 bits for the first night and 20 for each additional night," she answered. I winced slightly at the price; I only had 50 bits on me.

"Ok, I'll go ahead and pay the first night then," I said as I clinked 30 of my hard earned bits onto the counter.

"Splendid!" said the mare. "Your room number is 27, here is your key." She levitated a key off of a hook behind her and placed it in my saddlebag. "Have a good night." I thanked her and went up to my room. As I lay my bag down and turned on the light I thought about what I would do the next day. 'I should probably talk with the town mayor,' I thought to myself. 'It's the least I should do before I reveal myself to anypony here.' As I laid my tired body down I thought of what else I should do, but when my head touched the soft pillow I fell asleep almost instantly.


	2. Chapter 2

Chapter 2

The next day I went into town looking for the mayor's house, but hunger got the better of me and I went searching for a place to buy food. I stumbled across a place called Sugarcube Corner and decided that this place seemed good. After eating some of the best cupcakes I had ever tasted I left the Corner feeling satisfied. After walking only a few steps away, the top of my vision was filled with a pink pony with a crazy curly mane.

"Hi I'm Pinkie Pie," she said energetically. I became frozen in shock when she said this.

"Uh…" I replied.

"What's your name handsome?" she asked giggling, still seemingly upside down in front of me.

"Uh… Night Wing…" I answered slowly; looking back I realized that she was actually standing on my back leaning over my head to look at my face. As I looked forward she was now standing in front of me right-side-up and a big smile plastered to her face.

"That's a nice name," she said. "Can I call you Ni for short?" Not knowing what to do I simply nodded my head. Impossibly her smile grew even bigger. "Yay! I made a new friend! I should throw a party!" She squealed and bounced up and down.

"Wait… we're friends…?" I asked in shock.

"Of course silly billy, why wouldn't we be?" she replied cheerfully.

"But I just met you, shouldn't we get to know each other first before you decide you want to be my friend?" I asked cautiously.

"That's a great idea! I'll introduce you to all my friends! Why didn't I think of this sooner?" she said with another squeal.

"That's not what I…" I was interrupted by Pinkie grabbing my hoof and dragging me all the way towards a giant tree that looked like somepony had thrown a house at it.

"C'mon Ni, you'll love my friends. And they can tell you all about me while I plan your 'Welcome to Ponyville' party!" she said ecstatically. As my eyes widened in fear at the idea of me being the center of attention at a party of all things, Pinkie slammed the door open of what apparently was a library and yelled out, "TWILIGHT! COME DOWN HERE AND MEET MY NEW FRIEND!" I cringed at how loud Pinkie was yelling.

"Pinkie Pie, how many times have I told you to not yell in my library?" said a voice from upstairs.

"Sorry Twilight, but you'll be as excited as I am when you meet him." Said Pinkie energetically. My eyes widened as a beautiful lavender mare unicorn trotted down the stairs while flicking her long violet mane to the side. I felt myself get hot when her eyes widened as they looked at me.

"Well now, this is something," she said slightly surprised. "I've never met a black Pegasus before." She smiled warmly at me and I for some reason began to relax and become even more uncomfortable at the same time. "What's your handsome friend's name Pinkie?"

"His name is Night Wing, but you can call him Ni."

"It's nice to meet you Ni," Twilight said as she outstretched a hoof to shake. I looked at her hoof dumbfounded, completely unsure of what to do. Then after what seemed like a lifetime I raised my own hoof and shook. "What's the matter Ni? I don't bite, at least if you don't want me to," she teased. I stared at her for a second.

"I'm sorry; I'm just not used to ponies treating me nicely…" I finally said.

"What!" cried Pinkie. "Ponies were mean to you!"

"It's not really their fault, I'm just kind of weird," I replied.

"Well you won't have to worry about that here, we have got plenty of weird in Ponyville, you'll fit right in," said Twilight smiling. I smiled at the thought of this beautiful pony being weird.

"Well I'll let you guys get better acquainted, I'm gonna go get the party ready for our new friend. See ya later alligator!" said Pinkie as she raced out the door and slammed it shut, knocking some books off the shelves as she did so. Twilight sighed loudly.

"I swear, she is so crazy," said Twilight with a smile. She then looked over at me and quirked an eyebrow at me. "So why do you say you are weird Ni?" I blushed and looked down.

"I just am," I answered.

"C'mon Ni, you can tell me," said Twilight warmly as she moved closer to me.

"I don't want to talk about it right now Twilight," I said backing up instinctually. "I promise I'll tell you and your friends about it at the party."

"You Pinkie promise?" she asked softly as she moved her face right in front of mine and stared into my eyes through her lashes. I gulped and felt the heat increase in my loins as she spoke.

"I P-Pinkie promise," I said as I began to sweat. I tried to control myself but my stallionhood began to unsheathe itself against my wishes. She smiled seductively at me and turned around; swaying her hips more than necessary to walk.

"Good, well I guess I'll take you to meet Rarity and Spike," said Twilight as she levitated the books back into their respective slots on the shelf. "I think you should have a guy friend here." I nodded enthusiastically, hoping she hadn't noticed my throbbing member.

After making our way through town for a few minutes we came across Rarity's boutique. We entered and Twilight called for Rarity by ringing a little bell on the counter.

"I'll be with you in a moment," called Rarity from the back of the shop. Not three seconds after she said that, she pranced out and set her eyes on me. "How can I help… oh? Twilight! How good of you to stop by, and who is this handsome young stallion you've brought me?" she asked quirking her eyebrows at me.

"Rarity, meet Night Wing, Night Wing, meet Rarity," answered Twilight.

"You can call me Ni," I said nervously. "Everypony seems to call me that."

"Hmm… a fitting nickname. Tell me Ni, how long have you had that saddlebag?" asked Rarity suddenly while gesturing to my bag.

"Oh, umm… about eight years," I replied, slightly surprised at her question.

"I don't mean to be rude, but why have you held on to such a ratty old bag?" Rarity asked in an incredulous voice. I took an honest look at my bag and it was true; it was rather ratty. The fabric was dulled black with stains on certain parts, a couple of the pockets were broken, and the strap was held together by tape. I looked back at her and shrugged.

"I never really needed to replace it," I said bluntly.

"Well I'll get to work on a suitable replacement for it right away then," Rarity said assuredly. "I can't bear to see such a good looking Pegasus running about with a mangy old saddlebag draped over his shoulder." She winked at me and I blushed profusely.

"You're quite beautiful yourself," I said, trying to deflect the attention from myself. Although this was not a lie, Rarity was quite a beautiful unicorn; with her white fur and styled deep purple mane, she was a knockout. She bowed her head in recognition of my compliment.

"Why thank you," she said graciously. "Now where was I? Oh yes, Spike darling? Could you fetch me my measuring tape?" she called towards the back of the shop. Quickly a small purple dragon with green spikes going from his head to his tail came jogging in with a rolled up measuring tape in his claws.

"Here you go miss Rarity," he said holding the tape to her. "Hey, who's he?"

"I'm Night Wing," I answered.

"That's a cool name dude," said Spike smiling.

"Thanks."

After getting to know everypony better, and a little incident where I caught Rarity trying to measure my member instead of my back legs; Pinkie Pie popped in and said to meet at her place to begin my welcome party. We all departed towards Pinkie's house, minus Pinkie herself due to the fact that she somehow teleported away to an unknown location; most likely to find more of her friends.

"I can't wait to introduce you to Fluttershy," said Twilight lightly.

"Fluttershy? Who's that?" I asked.

"Oh don't worry, you're going to LIKE her," answered Twilight mischievously.

**Author's note: **I want to thank you guys for the kind reviews and the positive words so far, I look forward to expanding this story. If there is anything that you think is a little out of place for certain character personalities let me know and I'll do my best to either correct them or explain why they are that way. Also I want to let you guys know that I might update chapters in bursts because I don't have internet at my home so I will most likely end up writing a ton of the story and then posting a couple chapters within a few days of each other. Just an fyi. Brohoof to all. /)


	3. Chapter 3

Chapter 3

As soon as I entered Pinkie's house she popped up underneath me and yelled out "SURPRISE!" I jumped up and hit the ceiling with a thud.

"Ow! Jeez Pinkie… why did you have to yell like that?" I asked as I rubbed my head.

"Every party is better when it's a surprise," she answered smiling. I frowned slightly at her.

"But I already knew about the party…"

"Oh that's right, you DID know about it… hmmm… well then let's get this party started!" A boombox appeared next to Pinkie and she hit play. As soon as the music began the door slammed open and a light blue Pegasus with a rainbow mane and tail floated in.

"Awesome! You got my jam going Pinkie," said the Pegasus.

"Dashie! You made it just in time!" Pinkie said starting to gesture to me. "Rainbow Dash meet Night Wing (we call him Ni), he's a Pegasus just like you." Rainbow Dash looked over at me like she was sizing me up.

"Hey, wanna race?" she asked with a challenging tone.

"Um, sure. Maybe later," I answered, not wanting to be rude and say no.

"Cool," she said smiling. "Hey? Where's Applejack and Fluttershy?"

"Right here," answered a southern drawl from the doorway. "Had ta drag Fluttershy all the way here but we made it." A pretty orange earth pony with a blond mane came in wearing a Stetson cowboy hat while dragging a pink and light yellow ball behind her. "Sorry about the wait y'all."

"That's ok Applejack, all that matters is that you're here now," said Pinkie while jumping up and down to the music. Applejack smiled and looked over at me.

"Well this feller must be the stallion you told me about Pinkie Pie, you weren't kiddin' when you said he was eye candy." I blushed and tried to look away without being rude, I wasn't used to having mares think of me as good looking. "C'mon Fluttershy, quit bein' rude and say hello to our guest." I looked over at the pink ball that Applejack had brought in and saw that it was slightly pony shaped. A small meep came from it and I moved over to see it better.

"Fluttershy…?" I said softly. "I promise that I'm a nice pony, I pinkie promise." An ear perked up through what I now saw was a mane and slowly she began to move her head up. She brought her head up at an angle to look at me and slowly opened her eyes. When her head was fully removed from her folded tail my eyes went wide at what I saw. She was the most beautiful mare I had ever seen; with her long pink mane that curled up at the ends, her slender light yellow body, to her even longer tail, she radiated beauty. The thing that caught my attention the most were her big teal eyes that seemed to sparkle on their own, I could even see myself reflected in them. For a few moments we simply looked at each other, not daring to move a centimeter. Then she took a small breath and spoke.

"You… pinkie promise…?" I almost collapsed at how sweet her voice sounded.

"Yes," I answered, not wanting to say more in case I scared her.

"Ok," she said and stood up. When she was standing at her full height she was still about three hooves shorter than I was. She smiled slightly and then turned quickly towards the punch bowl. I let go of a breath I had been holding unwittingly and decided that now would be a good time to talk with some of the new ponies.

After about an hour Pinkie stopped the music and sat all the ponies and Spike in a semi-circle in front of me.

"Alright everypony," said Pinkie. "Now we get to each ask a question to Ni, and you have to Pinkie promise that you'll answer them honestly ok?" I nodded my head. "Ok, Rarity you get to go first."

"Thank you darling, alright let me think… how did you get that old bag you're wearing?" I thought for a moment.

"I found it in a trash can in Canterlot, right after I had been kicked out of Cloudsdale," I answered. Everypony looked at me in shock after I said this.

"You got kicked out of Cloudsdale?" asked Twilight incredulously. I nodded my head.

"How many places have you lived in?" asked Pinkie.

"Just about everywhere. Been kicked out every time after people found out about my weirdness."

"What could be so weird about you?" asked Spike. "You seem pretty normal to me." I sighed heavily.

"I was hoping to avoid this but I guess I'll have to show you," I said as I moved back from the group. "Just… please don't shout…" They all looked at each other nervously and I took a deep breath as I laid my saddlebag on the floor. I closed my eyes and slowly began unfurling my wings. As my wings extended I could hear all of them take a breath in when they realized how big my wings were. I stretched my wings out as far as they could go to get rid of the stiffness that had built up in them from keeping them folded so tightly for so long. As my wings settled in flight position the room was silent until Rainbow Dash and Spike suddenly jumped up.

"That's so awesome!" they both said excitedly and rushed towards me. My eyes snapped open in surprise as they admired my wings up close. Everypony got up and made their way towards me, murmuring in amazement and curiosity. As they all examined my wings I noticed that Fluttershy was simply staring at me with impossibly wide eyes. I immediately thought that I had frightened her.

"F-Fluttershy…?" I stuttered. "Am I scaring you…?" I said with a sinking feeling in my stomach. She got up and walked straight towards me. My heart quickened as she got closer. She stopped only inches from my face, even closer than when we had met earlier. I saw a sad expression on her face and then suddenly she started nuzzling her face against my neck in a soothing manner.

"Oh you poor thing," she said with sadness in her voice. "You must have been so lonely going everywhere by yourself. Nopony to be your friend or love you… it breaks my heart to think of anypony that doesn't have friends," she said into my neck, her warm breath sending tingles down my back and a heat to build up in my nether regions. She pulled back and looked into my eyes. "You'll never feel lonely again as long as you're here Ni." I felt my eyes begin to water and a lump form in my throat as everypony moved in and hugged me. I wrapped my wings around them and we stayed like that for a few minutes while my tears fell freely. After I had stopped crying Rainbow Dash floated up while rubbing her nose with her hoof.

"Ok," sniff. "Enough with the mushy stuff, let's do something fun." She zipped into the kitchen and came back with a bottle in her mouth. She spit it onto the floor and positioned us around it. "Time for spin the bottle."

**Author's note: **I saw this a few days ago and I feel like I should share it.

Greetings to the fine folk that moderate our site.  
I, along with many, have been writing and posting on your fine site for years now, some of the better examples of up and coming writers out there are are now suddenly finding some of the stories we've come to love at risk of being removed without the chance to even rectify our errors.  
For some, that means the permanent loss of a story. While I don't have anything that (I believe) violates your terms of use, there are those out there that are never able to recover a story in it's original form, this is something I find to be almost worthy of a legal action, as while we cannot claim ownership of a character, the stories are OURS and simply destroying them is something that is inexcusable.  
It's quite easy to simply add an MA rating, additional filters or even a simple requirement for a free membership to read the stories presented here, and would cut down on hateful anonymous reviews and posts at the same time, so I have to question as to why such a thing, in all this time, simply wasn't added.  
If you're worried about falsification of a registration then have an appropriate disclaimer and then there can be no dispute, you took your steps and the PARENTS didn't monitor their children, if that is even your concern. If it is more of a personal view or desire then please at least let people know and give them a chance to remove a story that you and yours find offensive, most people on the site are actually rather cordial when it comes to such requests.  
While I cannot say for sure if this letter will even reach those that may be willing to listen, of if it's more akin to a wide spectrum purge in preparation for something bigger, please understand that you are going to be looseing a LARGE number of your writers, and thus your income from a lack of readers if there is not some level of action taken to help with this situation.  
For those that may agree with this, please fell free to sign on and send this to the support server, maybe we can get some movement on this.

please help support the freedom that this site supposedly has. also, if push comes to shove and stories start getting taken down for lemon scenes/gore-filled violence, i will find a way to share my story's clop scenes with you guys some how. please review when you can.


	4. Chapter 4

Chapter 4

"Really Rainbow Dash, I would think that even you had a bit more decorum than to suggest something like this to a Colt we have just made the acquaintance of," huffed Rarity at Rainbow Dash. "It is unbecoming of a lady to…"

"Yer just jealous that you didn't think of it first Rarity," interrupted Rainbow Dash with an evil smirk on her face. Pinkie Pie was bouncing up and down in excitement.

"Will you play Ni? Will you? Pretty please with cherry on top?" asked Pinkie as she bounced in front of me. I looked around and saw that everypony was waiting for my answer, not wanting to be rude I answered.

"Sure I guess, what is spin the bottle?" I asked, wondering what I had gotten myself into.

"It's a very simple game," started Twilight. "Everypony sits in a circle with a bottle in the middle; each pony takes a turn spinning it. When the bottle stops spinning, whoever it is pointing to has to kiss the pony that spun the bottle." I looked at her like she was crazy.

"Is that the only way to play…?" I asked in a quiet, frightened voice.

"There are other ways…" said Rainbow Dash suggestively. I became even more scared when she said that.

"Let's start off easy Dashie, it looks like Ni is gonna have a heart attack," said Applejack as she looked at me with sympathy. I smiled at her as way of thanks.

"I have a small problem," I said turning to everypony. "I've never kissed anypony…" Rarity came over and placed a hoof on my shoulder.

"That is all right darling, I can easily fix that," said Rarity softly as she leaned in. I leaned away from her in fright until I fell on my back. "What's the matter Ni? You don't want to?" she asked looking a bit disappointed. I scrambled back into a sitting position and faced her.

"I do want to Rarity, I just want to make sure that my first kiss is special, not only to me but to the mare that I kiss as well," I explained, trying not to hurt her feelings. Surprisingly the look of disappointment faded and turned into a smile.

"I completely understand my dear," said Rarity, nodding in understanding. "We wouldn't force you to do anything you didn't want to." I smiled at her and looked down. After a minute of nopony speaking, Fluttershy cleared her throat softly.

"Um, if you want… I mean… if you say no that's ok but… um…" said Fluttershy hesitantly. "You and I could…" the rest of what she said was so low that nopony could hear it at all.

"What'd you say Sugarcube?" asked Applejack supportively. Fluttershy took a deep breath and closed her eyes.

"You and I could share our first kiss…" Fluttershy said finally. She opened her eyes to see me blushing madly. I couldn't believe that the best looking pony in the room was offering to share her first kiss with me. I stuttered incoherently for a moment before regaining control of my body.

"Fluttershy…" I started to say. "You would do that with me…? You barely know me…" Fluttershy got up from the floor and walked over to me, gently placing a hoof on my mouth.

"Shhh… I would rather share my first kiss with you, than any other pony in the world. You want to know why?" she asked. I could only nod my head slightly at her as I became hypnotized by her twinkling eyes. "Because I know you will appreciate it more than anypony else." After her words left her mouth her hoof fell from my face and she smiled; I could do nothing but smile back at her. I felt as though my chest would explode from sheer adrenaline as she slowly closed her eyes and leaned closer to me. I reacted accordingly by closing my eyes and leaning in as well. However, both of us missed out targets and we ended up brushing cheeks instead of sharing a kiss. We both backed up and blushed furiously.

"Awww," said Applejack. "Aren't they the cutest thing you've ever seen?" The rest of them nodded their heads, smiling the whole time except Rainbow Dash.

"They didn't even kiss!" exclaimed Rainbow. "I wanna see some action, preferably today." She added in a huff. I looked over at Fluttershy and saw that she had covered her face with her wings. I moved closer to her and nudged one of her wings with my snout.

"Fluttershy? Do you want to try again?" I asked tentatively. She peeked over the top of her wings and moved them down.

"Yes please," she breathed. I smiled at her and then suddenly she leaned towards me and planted her lips firmly on mine. My eyes went wide and I forgot how to breathe as she kissed me with a slow gusto. I began to kiss back and she made a slight moaning sound that caused a heat to build up in my lower body. Our breathing seemed to synchronize and then her tongue began to move aggressively against my teeth; demanding entrance. I opened my mouth a bit wider and our tongues began to wrestle for dominance in the kiss. After a bit of that she remembered that there were ponies watching us and she broke the kiss suddenly while she blushed. It took a second for my brain to realize that she wasn't kissing me anymore and my eyes opened to see everypony there had their mouths hanging open.

"What?" I asked, worrying that I had done something wrong.

"Ni, darling that was… that was…" began Rarity.

"That was the hottest kiss I have ever seen," interrupted Rainbow Dash with a hungry look in her eyes. Rarity looked over at her with a disdainful look.

"What I was going to say is that that kiss had more passion, feeling, and just… oh my how do I say this…? It had so much…"

"Love?" asked Twilight.

"Yes! That's the perfect word for it," said Rarity smiling. I looked at her questioningly but then Pinkie Pie jumped in front of me.

"Can I be next? Can I can I can I?" she asked excitedly.

"Hold on Pinkie," I said, looking around for Fluttershy. "I need to see if Fluttershy liked it." Everypony looked around and saw that she was gone. "Where is she?"

"poor thing prolly went home after getting' all embarrassed and such," said Applejack after she had looked around. My eyes widened as my stomach dropped.

"I did something wrong didn't I?" I said, feeling my heart begin to sink. "I never should have agreed to play this stupid game; now Fluttershy probably hates me… this is all my fault…"

"Now wait a second Sugarcube…" started Applejack.

"No!" I yelled, startling everypony. "Don't you see? I shouldn't be near other ponies. Every time I try to live among other ponies something bad happens to me or them; and I am tired of it!" I stomped my front hooves in frustration and ran out the door. As soon as I was outside I jumped up, unfurled my wings, and made a mighty push into the sky. "Good-bye Ponyville…"


	5. Chapter 5

Chapter 5

**Author's Note: **since that whole "we will take down stories with Graphic violence/sex scenes" situation is still up in the air, I will be putting everything I intended to put in this story. That means this chapter has a bit of a lemon scene. If you don't want to read it that's fine, there are no important plot details in it. I'll mark the beginning off for your convenience. lol

As the sun set in the sky I prepared my "quarters" for sleeping. My quarters consisting of my saddlebag, the dirt floor, and the cave in which I was lodging. Once all my things were ready I laid down and reached into my bag for a photo of my mother. The edges were faded and the back had a stain on it but the important part of the picture remained intact. I looked into the deep blue eyes of my mother as she smiled at me, her short golden mane held in place by a red headband. The white Pegasus continued smiling at me as tears began rolling down my face as if she was trying to comfort me. I wiped away some of my tears when suddenly I heard several branches snap near the entrance of the cave. I quickly put the photo back in my bag and wrapped myself in my wings, peeking out between them to see what the intruder was. My adrenaline kicked in when I heard hoofsteps coming into the cave. I shrank against the wall of the cave, hoping the darkness would serve as my disguise as it always had.

The steps became louder and then they stopped about ten feet away from me, I could hear frightened breathing coming from whoever it was and peeked through my cover again. To my pure astonishment it was Fluttershy, looking around rapidly and trying desperately to control her breathing. I wanted to reach out so badly but I just knew that I would make her hate me more.

"Ni…?" My heart stopped. "It's F-F-Fluttershy… I-I know y-y-you're in h-h-here… please come out, I'm not mad at you I p-promise…" she said shakily. "Please Ni, I hate the dark, please come out…" I couldn't stand the sight of her standing there terrified in a cave so I decided to reveal myself.

"Fluttershy…" I whispered and she curled up into a ball instantly and let out a meep of pure terror. I got up slowly and walked over to her. "It's me Fluttershy, don't be scared. It's me, Ni." She looked up at me and when she saw it was me she stopped shaking a little bit.

"Ni…? Why did you run away…?" she asked in slight voice. I closed my eyes and let out a breath.

"I thought you hated me for embarrassing you in front of your friends… that made me so angry at myself for messing up my only chance at having friends that I just wanted to leave…" I felt a hoof on my face and saw that Fluttershy had gotten up. Tears were building up in her eyes.

"You mean you ran away… because of me…?" she asked in a shaky voice.

"Sort of…" I replied. She began crying and wrapped her forelegs around me while burying her face in my neck.

"I'm so sorry Ni, if I had known what I did would make you do this then I never would have done it," she said while sobbing into my neck. I nuzzled her neck with my snout trying to make her feel better, or at least stop crying.

"So you don't hate me?" I asked quietly. She took my head in her hooves and looked me straight in the eyes.

"I could never hate anypony, much less you." I smiled; feeling like a burden had been lifted off my shoulders. A gust of cold night air blew through the cave suddenly and Fluttershy shivered violently. "Can I bring you home now?" she asked through chattering teeth. I moved away from her and peeked out of the cave. The wind had picked up significantly since I had gotten to the cave and with it came the start of the freezing gusts of winter. I looked back at Fluttershy who was still shivering from only a single gust of wind and made a decision.

"We are going to stay here for the night," I said as I walked back and cleared some area next to me for Fluttershy.

"What…!" she squeaked at my proclamation. "We can't stay here in the cold! What if some wild animals attack us or try to eat us? What if…"

"Fluttershy!" I said firmly. "I will not risk your health in this weather. If any animals become curious to our edibility I will protect you with my life." She looked at me with fear in her eyes as she shook from the cold air that had begun seeping in.

"But…"

"Fluttershy, nothing will hurt you while I am with you. I Pinkie promise." She looked a bit more reassured after that, but she was still shivering. "Now come here, I have to get you warmed up." She gladly came over to me and we both laid down on the ground. After moving so that her back was to me I wrapped a wing over her and brought her closer so that my chest and her back dovetailed. She gasped a little when we made contact but settled in quickly after my warmth seeped into her chilled body. A couple minutes passed as we settled into a comfortable position when she spoke up.

"Ni?"

"Hm?"

"Is it ok if… if I faced you…?" My heart almost leapt into my throat.

"Sure." She rolled around so that her face was now in my neck and she wrapped her forelegs around my barrel. After settling she took a couple deep breaths and gripped me tighter.

"You're so warm Ni…" she whispered. Her breath warmed my neck and sent shivers down my back and into my loins. 'Oh please, not now…' I thought to myself as I felt myself become aroused. As her body absorbed more heat from me she pressed her body against me and accidentally grinded her hips against my sheath. I shut my eyes and grimaced as I tried to control the flow of blood that began pumping through my member to no avail. My stallionhood unsheathed itself and began to grow against my wishes and her body. "What's this…?" she asked and rubbed her hips against the hardening object between her and me which caused me to groan and my cock to throb and grow even longer. She looked down to see what it was but the darkness of the cave prevented her from seeing anything. "Ni…?"

"It's my cock…" I said with a sigh as I tried to move away from her. She followed my movements with her body.

"Please… don't move it," she said pleadingly. "It's so hot and big… it'll help keep me warm." My eyes widened in surprise at her statement.

"Are you sure?" She nodded her head against my neck and rubbed her hips against my fully hardened member.

"Very sure."

**Lemon scene begins here.**

As the words left her mouth she continued rubbing against my now pulsating member with a lustful gentleness that made me groan into her ear. "Do you like it?" she whispered to me. It took every ounce of self-control not to ram my pole up to the hilt in her pink marehood when she said that. I grunted a yes and she started rubbing more firmly. I couldn't hold back after that and I rolled so that I was now on top of her. We rubbed or respective sexes against each other in lustful abandon, Fluttershy moaning and myself grunting in an effort to hold back my seed.

"Ni…! I'm going to…" Fluttershy cut herself off with several loud squeals as she came against my cock. Her juices squirted out forcefully and soaked my throbbing stallionhood, making it easier for me to rub against her now slick lower body. After a few short minutes I couldn't hold it in anymore.

"Fluttershy! I'm..." I was interrupted by Fluttershy pushing me off of her and onto my back. I landed on my back with my cock pulsating in the air and confusion flowing through my mind. "Wha…?" I questioned until Fluttershy gripped my member with her hooves, angled it, and licked both of my balls slowly. That was the last straw and I came; HARD. My cum flowed freely onto the cave floor while Fluttershy continued to lick my sack. After about 20 seconds solid the flow of my seed started to ebb. After Fluttershy squeezed the last drops from my now shrinking member she got on top of me and kissed me tentatively. I returned the kiss with passion and she immediately reciprocated. I broke the kiss and looked at her questioningly. "Did you have fun?" She blushed madly and looked down while closing her eyes.

"Yes, yes I did," she answered embarrassedly. I smiled and brushed her mane out of her face.

"Well, I did too," I said. She locked eyes with me and smiled widely. I wrapped my wings around her, along with my forelegs, and she did the same with her forelegs. "Good night Fluttershy."

"Good night Ni, sleep well."

"I will now."


	6. Chapter 6

Chapter 6

**Author's note**: just so you know, I am guessing that the average hoof size in MLP is about 6 inches so 2 hooves equal a foot. Just an FYI.

The next day after swinging by Fluttershy's cottage to clean up a bit, we made our way into town to show that I was back. After meeting up with everypony I decided we should find Rainbow Dash; the only pony we hadn't seen anywhere. As Fluttershy and I flew around the clear sky looking for Rainbow's napping spot I kept replaying the events of the night before in my head.

"Fluttershy…? About last night…"

"I don't regret it Ni," said Fluttershy before I could finish. "I've never really done anything like that before and I'm glad it was with you." She smiled at me and I couldn't help but smile back. She banked up and moved back so she was flying over me to place a kiss on my forehead. I looked up and surprised her with a full kiss on the lips. She blushed and returned to her flying position next to me. We continued to fly around looking for Rainbow Dash until we spotted a small cloud floating a bit to our 2 o'clock position. We banked lazily towards it and upon reaching it we moved to hover.

"Rainbow Dash?" whispered Fluttershy as she nudged Rainbow. "Please wake up."

"Mrrrgg… go away…" I chuckled under my breath as Rainbow Dash waved an arm at Fluttershy in a pathetic attempt to make her go away. She looked extremely cute when she was half-asleep and annoyed. I gestured to Fluttershy to move back a bit and I leaned in very close to Rainbow and whispered to her.

"Rainbow Dash, it's me; Ni." Her eyes snapped open and she jumped at me in a furious attack hug.

"Ni! You're back!" she held me at arm's length with a huge smile on her face until she suddenly composed herself and gave me a shove. "You shouldn't have run off on us like that you big jerk." I instantly felt bad and I put my hooves together.

"Please forgive me Rainbow Dash, I didn't mean to offend you at all."

"Humph," huffed Rainbow.

"Is there anything I can do to make it up to you?" I asked pleadingly. She looked at me with a look that made me regret what I had said instantly.

"Well, there is ONE thing…" she replied seductively. Fluttershy's eyes widened.

"Other than something sexual."

"Oh you're no fun."

"How 'bout that race I owe you? Would that make it up to you?" I asked, praying to Celestia that she would accept it. She brought her hoof up to her chin in a pensive manner for a moment and then set it down with a determined look on her face.

"You're on."

After outlining the course and setting up the starting line, Rainbow Dash and I stood ready. Fluttershy had been designated as the starter and the judge on who won. She looked at us uncertainly as we waited for her.

"Um… are you both ready?" she said.

"Ready," we said getting into a crouched position.

"ah… ok, go?" before Fluttershy even finished saying "go" Rainbow Dash blasted off; leaving myself and Fluttershy coughing on the dust she kicked up. I quickly lifted my wings and flapped them hard as I could to boost into the air. After only a few seconds I had caught up with Rainbow.

"Not bad Ni, most ponies can't match my speed up here." I looked at her with an arched brow.

"You think this is high?" I asked incredulously. "We're only a couple thousand hooves above cloud height here." She looked at me alarmed for a split second but then her cocky attitude came back.

"Oh you wanna go higher? I can do that," she said as she suddenly made a high-G turn straight up. I snickered and followed her up. As I leveled off next to her I saw that her breathing looked kinda forced and little puffs of steam were trailing behind her after each breath.

"You ok Rainbow?" I asked in a concerned voice. She gulped down a breath and made another high velocity turn to the left almost clipping my nose off. I immediately copied her turn and saw her accelerating away from me. I put more power into my flapping wings and caught up to her again. "Rainbow Dash, are you ok?" I asked again.

"I'm trying… to win… a race… here…" she replied in between labored breaths.

"Rainbow, we are at almost 100,000 hooves up here, if you need to go down a bit…" I was interrupted by her acceleration away from me. I sighed deeply and tried to match her speed. Then I saw a cone of air form in front of her as she sped up even more. Before I could call out to her she broke through the cone and a giant rainbow shockwave exploded around her. I braced myself as I flew through one of the expanding bands of the explosion, causing me to get knocked down a couple thousand hooves like I had been hit by several tons of bricks. I spiraled down for a second until I saw Rainbow Dash tumbling through the sky with a rainbow trail behind her. I saw that she was unconscious and I immediately boosted towards her with a mighty push. I soon realized that she was falling at the same speed she was going when she broke the sound barrier and getting faster as she fell.

I leveled off and flew straight until I was above her unconscious body, then I angled my wings down and immediately dropped towards her. As I fell towards her I saw that she was actually falling even faster than before. I tried desperately to catch up to her but my wings could only flap so fast. As she plummeted away from me I realized that we only had about 10,000 hooves till we impacted the ground; and at the rate she was falling it would be within the next couple seconds.

"No!" I yelled and suddenly red lightning started flashing around me. Before I could even register the lightning I broke the sound barrier with an explosion of dark energy and more red lightning. I zoomed impossibly fast towards Rainbow and as I got to her I scooped her into my forelegs and leveled off with only 20 hooves to spare between myself and the ground. I continued at my blistering speed into a wide banking turn back towards where the race had started. I saw a panicked Fluttershy waiting for me and I landed in a bang of dirt, grass, and lightning in front of her.

"Oh my Gosh! Ni, are you ok! Asked Fluttershy in a frightened voice.

"I'm fine," I replied with a strangely deep voice that sounded like growling. "Rainbow Dash has passed out, where is the hospital?" Fluttershy instantly had a face painted in fear when she heard my voice but kept her voice from shaking to badly.

"F-follow me," she said as she took off in the direction of Ponyville. I followed her closely with Rainbow in my forelegs.

After dropping Rainbow Dash with Nurse Redheart, Fluttershy turned to me and asked, "Ni…? What happened up there?"

"Nothing!" I spat harshly. Fluttershy recoiled from that in surprise and fear and started to back away from me. I saw the look on her face and I snapped out of my strange personality shift as I tried to move towards her. "I'm sorry Fluttershy; I don't know what came over me…" I then told her what happened during the race and she seemed to become a bit more relaxed now that I was "me" again.

"I thought only Rainbow Dash could do that kind of thing," said Fluttershy after thinking for a bit. "I think we need to go see Twilight about this, she would know what to do."

"Ok," I replied. "I really hope she has an idea on what's wrong with me."


	7. Chapter 7

Chapter 7

"I have no idea what's wrong with you," said Twilight after examining me with her magic. My eyes widened at her statement.

"But Fluttershy told me that you were the smartest pony she knew, you have to have at least a guess at what happened," I told her desperately. She smiled and looked embarrassed while putting away a magic book that she had consulted.

"While I thank Fluttershy for the compliment I am not in any way the smartest pony in all of Equestria, but I do happen to know her." She winked at Fluttershy and she immediately got a huge smile on her face.

"You're going to send her a message?" asked Fluttershy excitedly. Twilight nodded her head and called to Spike who had been upstairs.

"Just a second…" replied Spike.

"Who are you sending a message to Twilight?" I asked.

"To Princess Celestia of course." She answered smiling. My jaw hit the floor after she said that.

"You know Princess Celestia?"

"Yes I do, I'm her personal student of magic." I felt my legs begin to shake slightly and my head go light.

"Are you ok Ni?" asked Fluttershy noticing my wooziness. I shook my head clear and looked at Twilight.

"I just didn't realize how important you were Twilight." She smiled warmly at me.

"I'm not that important Ni, I'm just her student after all."

"She is also an Element of Harmony," mentioned Fluttershy quietly. Now I looked at Fluttershy in shock.

"She's an… Element…?" I started shaking a bit more now and I kneeled before Twilight with face lowered reverently. "It is an honor to be in your presence." Both girls giggled at my antics and Twilight walked up to me and lifted my head off the ground.

"Oh stop Ni, I'm still just a pony like you." She kissed my nose just above my top lip and moved to whisper in my ear. "And I could make you feel like a stallion." Her warm breath in my ear sent shivers down my spine and a familiar heat to build up in my nether regions. She moved away from me and winked.

"Where is Spike?" asked Fluttershy trying to get Twilight's attention off me.

"Where IS Spike?" said Twilight. "Can you go upstairs and get him Fluttershy? I'm going to get the quill and parchment ready." Fluttershy looked worried for a second but went upstairs anyways. As soon as she went past the top step Twilight turned around and kissed me passionately. My eyes went wide and I could only stand there as the lavender pony kissed me. After a couple seconds I kissed back and she intensified the kiss. A couple minutes passed and we finally broke apart, gasping for air as we separated. "Oh Celestia Ni…"

"Twilight…"

"Yes Ni?"

"How are you so confident?" Twilight became confused and looked at me with a quirked eyebrow.

"What do you mean Ni?"

"Since I have met you, and especially just now, you have always been forward with everything, flirting with me, moving that body of yours in ways that makes me ache. How are you this way?" She looked down sadly and moved away from me while taking a deep breath.

"You promise not to tell anypony what I'm about to say?" I nodded my head. "Well… when I first saw you, I knew that I liked you. So I made a decision, I was going to act as confident as I could so you would notice me and like me back. I know it sounds silly and it probably is but… I just wanted you to notice me." She looked up at me from under her bangs to see me smiling at her.

"Twilight, I thought you looked beautiful ever since I saw you walking down those stairs back there," I said as I gestured behind me. "You didn't need to pretend to be anything." She blushed madly and hid her face under her bangs again.

"You really mean it?" I went up to her and lifted her face up with my hoof.

"Yes." I then kissed her gently and she moaned softly into the kiss. I knew that I was kissing the real Twilight now because she kissed back slowly, tentatively, like she had no idea what she was doing but going in nonetheless. After a bit of that we separated and smiled at each other.

"I want to be in your herd," said Twilight softly. I cocked my head to the side questioningly.

"What's a herd?" Suddenly a loud series of thumps followed by a crash behind me startled us.

"Oh my gosh Spike! Are you ok?" said Twilight worriedly as she went over to pick him up with her magic. As she brushed him off I noticed that Spike had dropped what looked like a big paper bag filled with magazines all over the floor. I started to pick them up when I noticed that they were Playcolt magazines.

"Umm… Spike…?" I said while holding the issues in front of me. Spike looked over at me and realized that he had accidentally spilled his secret stash of porn all over the floor of the library.

"Oh Celestia please don't be mad at me Twilight… I was just moving them out and I tripped and now you ponies can see them and…" Spike was interrupted by Twilight's hoof covering his mouth.

"Spike, it's ok, I've known about your stash for a while now," said Twilight trying to calm him down. Spike's eyes widened as Twilight's hoof removed itself from his mouth.

"How long have you known…?" he asked shakily.

"A couple years now actually, I found them on accident when I was doing some spring cleaning." Spike twiddled his fingers a bit and looked down at the floor.

"You're not mad are you?"

"Nope, in fact they were really educational," said Twilight smiling. "You can keep them here if you want, as long as you keep them on the shelf in our room where nopony ever goes." Spike smiled widely.

"You mean it?" Twilight smiled and nodded. I chuckled a bit and Spike looked over at me quickly. "You don't think I'm a weirdo do you?" I shook my head and laughed a bit more.

"Nah, in case you haven't noticed I have no idea what normal IS. So I wouldn't know if you were a weirdo even if you were one." Everypony laughed and then I noticed something. "Hey, where is Fluttershy?"

"Oh yeah, she upstairs cleaning herself off," said Spike sheepishly. After seeing both Twilight and I shoot him a questioning look he cleared his throat and looked everywhere but towards us. "I was jerking off upstairs… and she came up so quietly…" I got more confused until realization smacked me in the face.

"You…"

"Yeah…"

"What did you do?" asked Twilight still confused.

"I blew my load on Fluttershy's face…" answered Spike embarrassed. Twilight sputtered a bit and then her mind seemed to compute what he said. She suddenly burst out laughing and fell on the floor. Spike and I looked at her like she was going crazy.

"Twilight?" I asked tentatively.

"HA HA HA! Oh… HA ha… I'm sorry guys, that's just…" Twilight then burst into a new fit of laughter as Spike facepalmed. After a minute of this she finally calmed down a bit and got up off the floor just in time to see Fluttershy coming down the stairs. "Are you ok Fluttershy?"

"I'm fine Twilight."

"It wasn't too hard to clean out was it?" asked Spike in a worried voice. Fluttershy shook her head and smiled reassuringly.

"Don't worry Spike, it was thicker than pony seed. Didn't really get into my mane or coat that much." Spike sighed, finally relaxing from this whole situation. I looked over at Twilight and motioned towards her.

"Hey weren't you going to send a message to Princess Celestia?"

"Oh my gosh I completely forgot about that! Spike, I need to send a message to Celestia right away." After writing down a brief message describing what had happened to me and asking to respond quickly, Twilight turned to me and smiled. "She should be responding soon."

"Are you sure? Because I'm still a bit worried there is something wrong with me," I asked. Twilight simply nodded her head.

"I'm sure there isn't anything wrong with you."

**Meanwhile in the royal gardens of Canterlot.**

"This way Princess," said an earth pony as she led Princess Celestia through the garden. "I found it like this only a few minutes ago." Celestia followed her gardener towards a certain spot in the backside of the garden. "Here we are." Celestia looked towards the only real object of interest, that object being the statue of Discord; the god of chaos and mischief. Celestia turned her gaze back to the gardener who had a worried look painted on his muzzle.

"What is it that you noticed?"

"Look closer you majesty." Celestia walked closer to the statue and squinted her eyes at it. Still not seeing anything out of the ordinary she was about to turn away when she spotted something very off about the statue. Her eyes widened a bit when she saw that the entire statue was covered in very small hairline cracks. "You see them Princess?"

"I do," she replied. "You were wise to bring this to my attention."

"Thank you your majesty," said the pony as he bowed. "What do you intend to do?" Celestia turned away from the statue and started walking back towards the entrance of the garden.

"I will find out what caused this, and if Discord returns again I will make sure it will be the last time he ever does."

**Author's note:** hey guys, sorry about the wait. I'm taking some classes over the summer and things have picked up a bit. hope you guys understand. also, if you have any story suggestions or would like to have your OC pony be mentioned/put in as a character, please let me know. I'd like to make this story a bit more interactive. I will consider ANY story suggestions and use the ones that don't interfere too much with the story i already have planned. i know sometimes it is a hassle but please review, even if its just to say that something sucks or is good. everything you say is appreciated.

Brohoof to all.


	8. Chapter 8

Chapter 8

After waiting a few hours for Celestia to respond we all decided to go and check on Rainbow Dash at the hospital. Once we made it past the front desk we immediately could tell which room was Rainbow's because a certain party cannon was parked right outside the door. When we rounded the corner and peered into the room it was covered in "get well" type decorations; balloon thermometers, cards, even some flowers. The thing that really got everypony's attention though was Pinkie Pie cuddled up next to Rainbow Dash in the hospital bed. Rainbow Dash was curled up into a little ball within Pinkie's forelegs and sleeping soundly as the party pony sang softly into her ear.

"Shhh," said Pinkie as she noticed us walk in. "She fell asleep a couple minutes ago."

"She was awake?" asked Twilight quietly while Pinkie carefully got off of the bed and motioned us to walk into the hallway.

"Yeah, I accidentally woke her up with my cannon about an hour ago. It took me forever for me to get her back to sleep," answered Pinkie sheepishly. I smiled at the party pony.

"So how is she doing? What did the doctors say?" I asked. As if on cue, Nurse Redheart came from behind us and spoke up.

"She has suffered from a bad case of Hypoxia. I have prescribed bed rest for the next few days at minimum." Everypony turned to her and Spike raised his hand. "Yes Spike?"

"Is there anything we can do to help her get better?" he asked.

"Her simply breathing at ground level is enough for now," replied Redheart.

"What exactly is Hypoxia nurse?" asked Rarity. "It sounds simply awful."

"Hypoxia is when the body doesn't get enough oxygen into it to function properly. If you don't get enough oxygen you can pass out and risk brain damage or death. The only ponies really at risk are pegasi because they fly, and only when they pass a certain altitude." She turned to me suddenly. "How high were you both flying again?" I thought back and tried to remember.

"We were about 90,000 hooves up," I answered and the nurse's eyes went wide.

"Why were you not affected?" she asked as she attempted to keep her composure. I shrugged.

"That's my normal cruising altitude." At that everypony turned to me with shock on their faces.

"May I run a couple tests on you Night Wing? I would like to know how this possible." I looked over at Fluttershy and she nodded reassuringly.

"Sure I guess."

**3 hours later…**

"Thank you Night Wing, I'll have all my lab results back in a few days. I'll send for you then."

"All right nurse, and please, just call me Ni," I replied smiling. Almost everypony had gone back home except for Fluttershy and Rainbow Dash, Rainbow obviously staying in the hospital overnight. I decided to go see how she was doing before I left, asking Fluttershy to wait outside for me. As I entered her room she stirred in bed, talking unintelligibly in her sleep. I smiled to myself and went up to her forehead to place a kiss on her forehead. Once I did she seemed to wake up and look at me sleepily.

"Hey Ni," she said groggily.

"Hey Rainbow," I said quietly. "How are you feeling?" She groaned a little bit and moved the covers down her neck a bit.

"I feel really weak, and tired."

"Yeah, the nurse said you would. Listen I'm really sorry abou…" I was interrupted by Rainbow pulling me in suddenly and kissing me. I was shocked for a second at how gentle it felt with an undercurrent of wanting that made me freeze in place. She broke the kiss and whispered to me.

"You don't have anything to apologize for Ni; it was my own fault that I went up higher than I was supposed to." She smiled sheepishly. "I was just trying to impress you." I looked at her surprised.

"YOU were trying to impress ME? But you told me you were the fastest flier in Equestria, I was already impressed by you," I said. She blushed and looked down.

"You believed me?"

"Why would I not? You had no reason to lie to me." She blushed harder and looked up at me with her magenta eyes.

"You are the sweetest stallion I have ever met Ni. And if you ever tell anyone I said that I'll sock you in the face." She smiled and winked at me while I chuckled.

"I'll try to remember that. Is there anything that I can do to make you feel better?" She thought for a second and looked at me.

"Well… there is one thing, but you would say no and I'm too tired for a full on session." She had a face of pure lust and I sighed deeply.

"You deserve something Rainbow, and I feel bad for putting you in the hospital. What do you want?" Her eyes lit up and her voiced gained a purr to it that made my not-so-little friend down stairs get hot.

"I want you to make me scream Ni," she said as she slowly removed the bed sheets from covering her.

"You mean like scare you?" She smiled softly and giggled.

"No Ni, I want you to put your tongue in a very naughty place…" the covers slid from her body and she shifted her body so that she was lying sideways across the bed on her back. She propped herself up against the wall and spread her legs to reveal her moist Marehood. I looked at it and immediately my cock began to grow on its own while gaining heat. She pushed against the wall a bit and her flanks hung off the side of the bed for to have better leverage. I looked up at her as I moved closer.

"Are you sure about this?" She nodded heartily.

**LEMON ALERT**

"Ever since I first saw you." I blushed and took a whiff of her seemingly dripping pussy. She smelled light and airy, with an undertone of moisture. 'Just like a cloud' I thought. I licked the outside of her pussy and was rewarded with a sharp intake of breath and a whimper from Rainbow. I savored the taste. It was a cool, sweet flavor; like cotton candy that had been sitting in the fridge. I began moving my tongue against her now leaking marehood as she whimpered and begged for more. After a bit of that I started focusing on the top part of her pussy since every time I licked there she seemed to get louder. Once I did she started moaning constantly and would gasp every time I sucked on the little nub that was there. Seeing this as good I decided to try sticking my tongue inside her. I pushed in a couple inches and she bucked her hips against me while moaning loudly. "Oh Celestia is that your whole tongue…?" she managed to say in between moans.

"That's only the tip of my tongue Rainbow," I said and immediately pushed my tongue back in.

"Ooohhh…!" she moaned. "Push it all the way Ni… please give it to me…!" she was almost yelling at this point so I gladly gave in to her demand. I pushed my tongue in as far as it could go and sealed my lips around her now throbbing pussy. She arched her back and placed her hooves on my head trying to pull me deeper into her pussy as she yelped. I moved my tongue at a furious pace inside her, making sure to massage her inner walls. She was grinding her hips against my mouth as hard as she could while alternating between screaming my name and begging me not to stop. After only a few more minutes I felt her tighten against my tongue and she went completely quiet. She squirted into my mouth and her volume slowly came back up as she screamed one last time. After sucking up as much cum as I could I removed my tongue and mouth from her now warm and soaked pussy with a slight pop. Her limp body hung off the side of the bed while she snored and drooled onto the bed. I chuckled slightly and moved her back to a more comfortable position. As I kissed her on the forehead I slipped the covers back on her body and made my way out.

Once I was outside I noticed that my member was rock hard and throbbing like crazy. 'Shit,' I thought to myself. 'I really hope nopony notices this…' since it was night time I didn't have to try and conceal myself as hard so I tried to relax and look for Fluttershy. I found her asleep on a bench in front of the hospital all curled up and looking adorable. My boner throbbed as I looked at her and I made my way over. I nuzzled her gently and whispered in her ear.

"Fluttershy, Fluuutterrrsshhy… wake up angel…" she whimpered softly and covered her face with her forelegs. "Ok you don't have to wake up all the way, but I need your help so I can carry you back to your cottage." She curled up even more and I sighed. I sat down on the floor next to the bench and slid my right wing under Fluttershy. I slowly lifted my wing and she slipped neatly onto my back. "I need you to hold on Fluttershy ok?" She whimpered again and wrapped her legs around my barrel. "Good girl." I stood up carefully, getting used to her weight. I was surprised that she was so light, almost like she was just a bag of feathers. I started trotting down the street until I had gained enough speed to take off. Once in the air I noticed how cold it was the higher we got, so I dropped my altitude so I was only flying over the roof tops. As I flew I made sure to go near chimneys so that Fluttershy could absorb some warmth. Once we were at her house I put her on her bed and pulled the covers over her. As I was about to walk out I heard a whisper come from the bed.

"Stay… please…?"

"Ok angel, I will. Just let me take a bath so I won't be all dirty ok?" She nodded her head slightly and I went over to her bathroom. As I closed the door I could feel that my cock had not shrunk at all since the hospital. 'Well I better take care of this before Fluttershy sees.' I turned on the shower and began to rub myself. I stroked myself for a few minutes in the steaming shower before I heard the door open. I looked over to see Fluttershy making her way to the tub; which I was currently jerking off in. "Umm Fluttershy…?"

**THE LEMONS HAVE BEEN DOUBLED!**

"Thanks for… getting the shower ready… Ni…" she said groggily. She almost tripped on her way getting in. "You're a sweet… stallion…" her eyes seemed to focus for a second under her half closed eyelids and locked onto to my now pulsing member. "You're… a BIG stallion…" I blushed and tried to hide myself from her gaze. "Do you… do you need help cleaning it? Ni?" she asked as she grabbed a bottle of soap from the shelf in the shower. "Of course you do, I mean… one pony couldn't possibly clean that… by himself… right?" she began to lather my cock up with the soap and I groaned in response. She looked at me funny and then back at my cock when it pulsed in her hooves. "Oh… my… it moved Ni!" I chuckled at her.

"It's supposed to Fluttershy, especially if you keep rubbing it like that." She yawned loudly and her head drooped down onto my cock. I tried my best to not buck my hips against her face when her lips closed around my aching cock. She was confused for a second as to why her mouth hadn't closed all the way until she noticed my heavy breathing.

"Do huo leik dis?" she said with my dick still in her mouth. The vibrations from her throat made my cock throb even more.

"Oh Celestia…! Please Fluttershy, take it out of your mouth before I cum in it…!" I grunted trying to hold myself back. Her response was to begin sucking on it like it was a pacifier. In about 10 seconds I came into her mouth. She squeaked in surprise as her mouth quickly filled, then exploded with cum. I continued to pump cum into her mouth as I yelled her name and bucked my hips against her. Her lips never left my cock as my orgasm slowly subsided and I sank down into the tub panting. She finally released my member from her heavenly mouth and laid herself down on top of me.

We lay there for some time; Fluttershy snoring lightly, myself trying to stay awake. I finally managed to get up without waking Fluttershy and turned off the shower as I did so. I lifted her out of the tub with my wings and gently placed her on her bed. After adjusting her position I lay down next to her and wrapped my left wing around her.

"Celestia… I hope tomorrow isn't as exciting…"

**Author's note: **well this chapter is a double lemon. your welcome. lol this chapter was longer than normal (in case you couldn't tell), and as always i want to know your opinion. I feel like its too wordy or too long. Either way, review; or be Pinkied. If any of you, or anybody that you know were killed or injured during the massacre in Colorado you have my support and prayers.


	9. Chapter 9

Chapter 9

The next morning I woke up to being slapped repeatedly in face by a very small paw. My eyes snapped open to see a little white bunny hitting my face. "Ah! The hell…!?" I yelped as he went behind me and kicked me in the nuts. I got up and went to get off the bed but the bunny clutched the bed sheets and tripped me. Now let me clarify something, I have always been a heavier pony, even by earth pony standards. Not fat mind you, just dense. So when I impacted the floor I shook the entire cottage; which caused several things to fall and break somewhere throughout the house. Fluttershy got up at the sound of that and squeaked.

"What's going on!?" she asked worriedly when she looked over at me and the bunny giving each other evil looks.

"This crazy bunny kicked me in the nuts to wake me up!" I growled with my wings semi unfurled in an attack stance. The bunny made random hand gestures to me with an angry look on his face.

"No Angel, he's not a burglar. He is a nice pony friend of mine," said Fluttershy somehow understanding the crazy bunny. The bunny, or Angel, gave her a questioning look and then turned his gaze to me. He walked over to me and kicked me again the shin, I then hit him into a wall. He shook his head after getting up and calmly went downstairs. I looked over at Fluttershy with a look of solid confusion.

"Who the hell is that?" She blushed and got out of bed.

"That's my pet bunny, Angel." My jaw and my wings hit the floor.

"That demon is your pet…?" I asked incredulously as I folded my wings against my sides. She nodded her head sheepishly and I decided to get something to eat. After eating we went back into Ponyville proper and headed over to Twilight's to see if she had gotten any word from Princess Celestia. As we entered we immediately bumped into a giant pile of books. We looked around and saw that most the library floor was covered in books, and that a certain purple mare was in the center of it all. "Um Twilight…?" She looked over to me with a frazzled mane. "Did you get any sleep last night?"

Her eyes twitched a little and then she got up suddenly. "Oohh Niii," she said in a strained voice. "I've been reading through ALL my magic books ALL night and I am SOOO tired but I simply CANNOT stop until I find out what happened to you…" she gave me a crazed smile and went back to her books, chattering her teeth slightly. I looked over at Fluttershy to see her floating over to Spike who had fallen asleep on one the ladders against the bookshelves.

"Hey Twilight…?"

"Hm?"

"I know where you can find the answer." Her face seemed to light up and she stood.

"Where!? Where can I find the answer!?" she had shot to my face and her eyes were dilated in different sizes.

"…Just follow me…" I led her upstairs to her bedroom and moved out of her way. "Now get up on your bed and close your eyes."

"Why would I do that? That won't help me find the answer. You're trying to trick me!"

"Twilight, I promise that I'm not trying to trick you. Now please, just get on the bed…" she looked at me suspiciously but got on the bed and closed her eyes. I moved close to her and had my mouth almost touching her ear. I breathed softly on her ear and whispered to her, "Sleep." Her eyes rolled into the back of her head and she fell over sleeping soundly. I chuckled and kissed her forehead. Once I was back downstairs I saw that Spike was groggily eating a ruby as Fluttershy rubbed his back.

"There there Spike, get some food in your belly. You must've worked so hard last night you poor thing," said Fluttershy as she popped his neck and back. He barely even registered it as he ate.

"Thanks for helping Twilight Spike, I really do appreciate it." He lazily looked over at me and smiled.

"Anything for Twilight, she's the reason I exist." He yawned loudly. "I love her so much…" both Fluttershy's and my eyes widened at his statement as he fell asleep again.

"Did you…?"

"I had no idea he loved her," said Fluttershy, clearly as shocked as I was. "He's never said anything like this before, I thought he loved Rarity." We looked at the dragon as he slept with puzzlement clouding our minds. After making sure Spike was in his basket we both decided to go walk around town so Fluttershy could give me a tour. As we walked out though we bumped into three little fillies who were about to go into the library.

"Hey Fluttershy," they said simultaneously.

"Hello girls," replied Fluttershy smiling.

"Who's that?" asked an orange filly with a purple tussled mane while gesturing to me.

"This is Night Wing girls."

"It's a pleasure to meet you Night Wing," said the cream colored filly whose red mane had a giant pink bow attached to it. "Mah name is Applebloom."

"I'm Sweetie Bell," said the white one with a two-tone, curly, light pink and purple mane.

"And I'm Scootaloo," said the first filly.

"And we are the Cutie Mark Crusaders!" they shouted in unison. I smiled at the cuteness.

"It's nice to meet you three," I said. "What do you crusaders do?"

"We go around looking for what we can do to get our cutie marks," said Sweetie. I looked at her confused.

"What's a cutie mark?" I asked, hoping that it wasn't anything important. When they looked at me like I was crazy I started to have a sinking feeling.

"How do you NOT know what a cutie mark is!?" asked Scootaloo incredulously as the other two's mouths were hanging open.

"Nopony really told me… I don't exactly have very many friends." I looked at them apologetically as I spoke.

"Didn't your parents explain what they are to you?" asked Fluttershy with a quirked brow. I looked down in shame and scratched the ground a little with my hoof.

"Well… um… I never really knew my dad and…" my throat closed up a little as I spoke. "My mom died when I was *sniff* little…" at this all the fillies and Fluttershy's expressions went from one of confusion to guilt.

"We're really sorry Ni," said Applebloom coming up to me and nuzzling my foreleg.

"Yeah, we're really sorry Ni," said Scootaloo as she joined in. Fluttershy went up to me and kissed my quivering lips softly.

"I'm sorry Ni, I didn't know about your parents," she said as she nuzzled my face. I sniffed and nuzzled her back.

"Its ok girls," I said as I nudged the Cutie Mark Crusaders off of my legs. "So how do you get a cutie mark anyways?" I said trying to change the subject. Sweetie Bell was the first to speak, getting a slight smile as she did so.

"Well it usually appears after you have found your special talent or ability. Like sewing, or running fast, or even pie eating."

"We tried that one yesterday and we all got sick," said Applebloom. "I'm not doing anythang that involves eating ever again." I chuckled a little.

"So you go out every day and try new things?" I asked.

"Eeyup," answered Applebloom. "Wait a minute…" she and the other Crusaders seemed to have the same idea at the same time as they moved to my side; inspecting as they went. When they reached my flank they all squealed in excitement.

"He doesn't have a cutie mark either!" cried Scootaloo almost in hysteria. I became self-conscious almost immediately and instinctually moved my wing to cover my flank. "Whoa! His wings look huge!"

"Can we see them Ni? Please?" asked Sweetie. I took a small breath to say no and somehow Applebloom knew what I was going to say.

"Pleeaasse Ni? Pretty please?" she said as she pouted her bottom lip and opened her eyes wide. The other two girls were quick to follow with their own pouty looks. I saw them being ridiculously adorable and I couldn't help but sigh in defeat.

"Ok girls, but you can't go around telling everypony about this ok?" Their pouts transformed into huge smiles immediately as they stood there waiting for me to show off. I moved back a little bit and unfurled my wings with a quick snap for dramatic effect. Apparently it worked ten times what I had intended as I kicked up dust on either side of me and caused a gust of air to ruffle the Crusader's manes. Their faces were shaped into amazed smiles with a look of youthful wonder when they saw exactly how large my wings were.

"Wooow…!" they all said in unison as they moved closer to inspect my wings. I looked over to Fluttershy and she was smiling wide. As Sweetie Bell examined my wings she took in a small breath.

"Ni? Did you know that your wings aren't completely feathered?" she asked as she looked closely. I became confused at what she meant and brought my wing around to see for myself what she was talking about. As I looked closer I could see what she meant.

"Oh yeah, I've known about that."

"Why are your wings like that?" asked Scootaloo. I shook my head and shrugged.

"I don't know, the tougher parts on my wings have helped me out a lot over the years so I decided not to question it."

"Girls, we have a decision tah make," said Applebloom suddenly.

"What decision?" asked Scootaloo confused.

"The one we are about tah talk about silly," she responded. She pulled the other two fillies aside and started whispering to them. Every once in a while Scootaloo peeking up to make sure Fluttershy and I weren't listening in. I gave Fluttershy a questioning look and she looked back at me as if she was as confused as I was. After a few short minutes the Crusaders finally came back and Applebloom walked in front of the other two.

"Night Wing," she said sounding official. "Would you like tah become a Cutie Mark Crusader?" A feeling of shock washed over me as I tried to formulate coherent thoughts in my head.

"b-but aren't I too old?" I asked.

"Nope," said Applebloom cheerfully. "The only thing that'cha need is tah not have a cutie mark." I looked at all three of their smiling faces and couldn't help my emotions to play out again.

"You'd really let me join?"

"No, we wouldn't let you join. We WANT you to join," said Sweetie. I felt my throat tighten up again and I nodded my head.

"I'll join."

"YAY!" screamed the Crusaders as they skipped and jumped around.

"Oh shoot, we're late for hay bale making Crusaders," said Scootaloo. "Ni, you want to come with us?"

"Sure, where are we going?"

"We're goin' to mah apple orchard," said Applebloom while putting on a helmet.

"How are you getting there?" I asked.

"On my scooter of course," said Scootaloo who had magically pulled out her scooter from nowhere. I examined the contraption for a second.

"But aren't you girls late?" I asked.

"Yeah… but I can get us there lickitty split," declared Scootaloo confidently. An idea came into my head that was just too good to pass up.

"Why don't I take you girls over there?"

"You'd do that?" cried Sweetie.

"Yeah sure, why not?"

"Awesome!" cried Scootaloo. After arranging for Fluttershy to put their wagon and scooter in the library, I knelt down and the Crusaders got up on my back.

"Everypony ready?" I asked as I stood up.

"Ready," they replied. I started walking, then trotting, and then I took off at 45 degree angle into the sky.

"You tell me where to go ok?" I called back to them and Applebloom nodded. At about 5,000 hooves up it was really easy to spot major landmarks; like rivers, fields, and even larger buildings. Applebloom pointed towards a huge field of trees that were covered with apples and I spotted what looked like a barn and some silos. I immediately banked towards it, careful not to take the turn to sharply. Scootaloo was yelling at the top of her lungs almost the whole way, almost jumping up and down with how excited she was. As we neared the orchard I saw what looked to be a red pony walking out from inside the barn. I chose to land near him and moved to do so. I decided to show off a little for the girls and dropped down to only 20 hooves above the ground and increased my speed. They hung onto me tighter and squealed in delight as I lazily wove through trees and a couple sheds. Once clear of the trees I aimed straight for the red pony I had seen earlier. He spotted us and stopped walking. Almost before I ran into him I pulled up ever so slightly and did a lazy barrel roll so the Crusader's faces almost brushed against the red pony's muzzle. I turned to slow down and landed into a trot while the girls were yelling to do it again. I smiled and said no. They jumped off and Applebloom went over to the red pony; bouncing as she went.

"Did ya see us Big Mac? Did ya?" she said excitedly. He chewed on a grain of hay and nuzzled Applebloom.

"Eeyup," he said in a low voice. "So who is this fella?"

"This is Night Wing," said Scootaloo. "My second favorite pony in the whole wide world." I blushed and looked down.

"Well, iffin Scootaloo likes you that much you must be alright then. Name's big Macintosh," said the giant pony. Now I've always been bigger than most pegasi, heck, I've always been bigger than most earth ponies; but this giant in front of me? His name describes him perfectly.

"Nice to meet you Big Mac," I said as we shook hooves.

"Ni! Girls! Nice of y'all to stop by," said Applejack as she came up from what looked like a cellar under the barn.

"Hey Applejack," I said after the girls had said hi back. I was about to say more when she suddenly took her hat off and undid her mane. I gawked as her mane flew freely in the slight breeze that had conveniently started and watched, mystified, as she fanned herself with her hat. 'She looks so… hot…' I thought to myself, but I quickly banished them when Applejack noticed my mouth was hanging open.

"You alright Sugarcube? You look a little thirsty," she said quirking an eyebrow at me. I shook my head and tried to smile without looking completely retarded.

"Yeah I'm ok. Just admiring the place…" 'And you…' I thought. She seemed to accept my story and kept on fanning her gorgeous face.

"Well this place is some pretty good eye candy, but it takes hard work tah keep it that way," she drawled in her increasingly attractive voice. 'Jeez Ni,' I thought to myself. 'Quit wanting to bone her so bad, it's not like she'd be interested in a guy like you.'

"Is there anything I can do to help?" I asked, hoping to spend some time with just her. She tapped the brim of her hat against her chin pensively as she thought about what I could do.

"Well you could help us get the last of the apples to the barn after we've bucked 'em," she said while looking over at Big Mac questioningly. He nodded his head and went towards the fields.

"Sure, I guess," I said. I followed Applejack's well toned flanks to the- gosh dangit Ni, quit staring…- apple orchard and watched as she started bucking the trees. As the apples fell into prepositioned baskets I wondered how exactly I was going to get the baskets back to the barn. My question was answered by Big Mac as he pulled a cart that had about six baskets in it. Feeling a strengthened sense of confidence since the Crusaders had enjoyed my flying earlier, I decided to try and impress Applejack. "Hey, Applejack. I'll be right back." Before she could say anything I turned and quickly flew off towards the barn. Once I landed I looked around and saw the Crusaders failing miserably at rolling hay bales. "Hey girls," I said nonchalantly. "Do you need all of the rope?"

"Nah, we stink at rolling hay bales. You can take it if you need it," said Scootaloo. I thanked her and quickly flew back to Applejack as she was about to hook up to a cart loaded with apple baskets.

"Well there you are, I thought you had gone and left me to take this all by my lonesome," said Applejack looking slightly worn out but still happy.

"Leave you to do this? Never," I said adding more emphasis on the you. She blinked and smiled wide.

"I knew I liked you for a reason," she said. "You wanna take this cart while I take the other?" I appraised the two carts sitting before me.

"Why don't I take both?" Her eyes opened wide for a moment but then she looked at me suspiciously.

"Now how in the hay are you gonna do that Ni? No offense but not even Big Macintosh does that, and you are not him." I tried not to take that as an insult and continued.

"I can take them both," I said reassuringly.

"You're a sweetie Ni but you can't pull both at the same time."

"Who said anything about pulling?" I asked as I gave her a smirk. "Just get the carts next to each other and I'll take care of the rest." She grudgingly complied and I looped the rope underneath the side by side carts. I hovered above them and secured the rope around me. "You might want to start heading back AJ, I'll be there soon." She blushed slightly at the use of her nickname and turned to go.

"Just be careful Ni, I don't want you getting hurt." I nodded my head and smiled at her reassuringly. She watched as I started pumping my wings harder and harder, slowly lifting the carts off the ground. She looked up in awe as I cleared the top of the apple trees and started moving towards the barn. Now I'm going to admit the carts were heavy, it felt like my back was going to snap in half cause of the ropes digging into it; but as I got used to the weight it became easier to maneuver. Once past the tree line Applejack called up to me.

"Ok Ni, you can put 'em down now."

"We're nowhere near the barn AJ, once I get over there I'll put them down. She put on a face of disapproval but continued looking up at me. 'Wow… he's really strong,' thought Applejack as I made my way over to the barn. 'And really… big…' she thought as she had a clear view at my stallionhood. 'Consarnit AJ, don't be like Rainbow Dash…' as I neared the barn, Big Mac and the Cutie Mark Crusaders were watching the whole thing. All three of the Crusaders jumping up and down cheering and Big Mac simply having a slight smile on his face. I slowed down to a crawl as I neared the clearing in front of the barn and gently lowered myself towards the ground.

"Just a little lower Ni," said Applejack motioning me downwards. Aaannnd… there!" I heard a small thump and the creaking of wood as the rope slackened on me. I dropped down and stretched my wings a bit as the Crusaders ran up to me and barraged me with questions.

"Whoa that was awesome, are you tired?"

"How heavy were the carts?"

"How did you do that?"

"It wasn't anything that special," I said weakly, suddenly becoming embarrassed at the situation.

"Ni, that was incredible what you just did," said Applejack smiling widely. "Thank you for helping." I blushed at her compliment and kicked at a rock that near my hoof.

"It wasn't a big deal…" AJ went right up to me and looked me square in the eye. 'She has really pretty green eyes…' I thought.

"Ni, you just CARRIED two carts from the orchard, all the way to my bucking barn. That is something special. YOU are something special," she said as she seemed to look into my soul. 'Wow… his eyes are so red. They look… really good in the sun…' she thought. I smiled weakly and decided to just accept her compliment.

"You're pretty special too AJ," I said, earning a blush from the farm pony.

"Now don't you turn this around me," she said as she playfully hit my shoulder.

"Bleh," said Scootaloo in an exaggerated fashion. "If they kiss I'm gonna hurl." Both AJ and I blushed as we looked down. Applebloom and Sweetie Bell gave Scootaloo a shove and a nasty look.

"You ruined it Scoots," said Applebloom, her face now downtrodden at her missed opportunity to see a romantic moment. I turned around, deciding to leave before I embarrassed myself and Applejack even more. As I gained speed Applejack noticed and called out for me to stop. I grudgingly stopped and turned back around.

"Come with me Ni," said the farm pony and I followed her into the barn. Once we were inside she turned around and looked me dead in the eye once again. "Now what in tarnation were you planning on doing?"

"I was going to leave so I wouldn't embarrass you anymore," I answered sheepishly. She shook her head and gave me a sympathetic look.

"While I do appreciate the thought Sugarcube, you still didn't need tah try and run off like that." She put a hoof on my shoulder reassuringly. "Now what's goin on with you? There has to be something more than what just happened. You've been actin' a little strange ever since you got here." I looked down and took a deep breath.

"I'm sorry about acting so weird; it's just that… well…" I faltered as I spoke.

"Don't be shy, I promise I won't tell anypony. And before you go asking me to Pinkie promise let me tell you something," she lifted my head up gently. "I'm the Element of Honesty; I couldn't lie even if I wanted to." My eyes widened and I held my breath.

"I'm really attracted to you!" I blurted out. Her eyes widened and I turned around. "I think you're beautiful, and sexy, and…"

"So you like me cuz ah'm pretty?" she asked. I whirled around to her.

"It's not just that AJ. I like you because you're hard working, loving, honest, and from what I can tell, a really good friend." She looked down and blushed furiously, hiding behind the brim of her hat.

"You really think so?" she asked, peeking out from under her hat. I nodded my head.

"Yeah, I do. The only thing is that you could never like a guy like me…" she looked at me startled while raising an eyebrow high into her forehead.

"And why the hay not?" she asked.

"You like guys that are hardworking, strong, dependable, and tough. Besides…"

"Now hold on a second there Ni," she interrupted. "You are all of those things, and you know what else you are?" I shook my head. "Yer humble, and modest. That is more attractive to me than some tough colt who thinks he's all that."

"You really mean that?" I asked in a hopeful voice. As if to answer she leaned in and kissed me softly for a full minute.

"Does that answer yer question Sugarcube?" she asked in a low voice after we broke apart. I nodded my head enthusiastically and she laughed. "Wellp, we best get back outside or the others will think we uh… you know." I chuckled and started trotting towards the door. As we made it about halfway back I tripped on one of the failed attempts at a hay bale by the CMC and fell to the ground on my back. I shook my head to clear it from the impact and saw that Applejack's eyes were the size of dinner plates and her cheeks were flushed in red. "Uh… uh…"

"What's the matter AJ?" I asked, slightly worried. She gestured towards my back legs and I looked down to see that Ni jr. was fully elongated and pulsing. I immediately tried to hide my throbbing appendage with one of my back legs but failed since the thing was already at full mast. "Oh Celestia…" I groaned. "I'm sorry Applejack I didn't mean for…"

"Hush Ni, yer makin' me want it more…" she interrupted as she tried to keep herself from rutting me that instant. I got up quickly so she wouldn't have to look at it directly. After I was up she slowly went up to me and then suddenly stuck her tongue almost down my throat. I yelped a little into the kiss but quickly returned the passion. Almost as quickly as she started she pulled away breathless. "That's all I can take right now Ni, I can barely stop myself." I quirked my eyebrow as if to ask why. "If we go at it right now the others will hear." I nodded my head in understanding and turned to go. As we trotted out Applejack whispered into my ear, "that doesn't mean that I don't want to though." I shuddered as her breath moved across my ear. "Next time, ho Nelly. You'd better be ready for what I got planned."

"I just hope I survive," I said honestly. She giggled and swept her tail over my face.

"oh don't worry nuthin' Sugarcube, you'll stay alive. Alive enough to do it again." She turned and winked at me and I felt shivers go down my spine. 'I hope Celestia responds soon… otherwise I'm gonna get fucked within an inch of my life…'

**Author's note: **I am so sorry for the long wait time. school picked up a bit more and I got lazy. also I couldn't really find a good place to end this chapter so it kept growing. hope you enjoy it. i keep getting random people throughout the weeks following/favoriting my story and it feels awesome you guys. thanks for taking the time to read my crappy story. lol i plan on making another pony fic, not sure if its gonna be clop or not. picture in your minds this: humanized ponies serving in the military on a nuclear aircraft carrier. sound good? you can thank the tv show JAG for the inspiration. if you don't know what that is, look it up. lol its really good. again, review if you can, i like responding to your comments so if you wanna talk let me know.

brohoof to all. /)


	10. Chapter 10

Chapter 10

After helping a bit more at Sweet Apple Acres, I decided to head back to Ponyville proper to check on Twilight and Spike. Once I said good bye to everypony I took off into a run and jumped into the skies. Once I had made it to my normal cruising altitude of 100,000 hooves I took a deep breath and exhaled, my breath forming ice crystals in the cold, thin air. I thought about the past couple days and realized how much better my life was now that I was living in Ponyville. I had friends now, I had various places to stay, I even had a chance at romance. As I smiled, a strange feeling crept up my spine and seemed to latch onto the back of my skull. I yelped in pain as it connected, making me lose a couple hundred feet of altitude. The pain started shifting across the surface of my brain and I clutched at my head in a vain attempt to stop it. Suddenly a voice whispered in my mind's ear:

"You are my rage Night Wing. And I am your master."

A new wave of pain shot through my head and I screamed as I convulsed in the air. Just when I thought I was going to die from the pain it stopped and I lost control of my wings. As I plummeted to the ground the voice continued to speak into my mind with a voice that felt like crushed glass scraping against my flesh.

"You will be the catalyst that will bring the downfall of Equestria."

"Who are you!?" I shrieked into the wind as I fell several thousand feet. The voice laughed humorlessly while the pain pulsed through my brain.

"I am your creator." Once the words were said I passed out and plummeted to the ground.

I don't know how long I was out but I awoke in front of Twilight's library/home with Pinkie Pie, Spike, and Twilight herself staring down at me. I groaned and moved to get up.

"Wow, Ni. I knew you were good at flying but I didn't know you were also great at falling! How do you fall so cool?" asked Pinkie as she beamed with her usual smile. I stared at her and just decided to not reply at all.

"You ok Ni?" questioned Twilight, concern smeared across every word. "You fell from Celestia knows how high and you didn't even break a bone." I got up and flexed all my muscles just to make sure I wasn't dead while Spike seemed to gawk at my wings. I folded them up quickly when I noticed he wasn't the only pony looking at my wings.

"What? What are you looking at?" I asked at the random ponies staring at me. They went back to whatever they were doing quickly and didn't stare anymore.

"They're just checking out your wings silly," said Pinkie cheerfully.

"I don't like it when ponies stare at me…" I said, trying to hide behind Twilight a bit so I wasn't fully visible on the street. Pinkie quirked her head at me and got a confused expression on her face.

"But your wings are so cool, and you're such a yummy stallion…"

"Yummy stallion?" I asked, confused at her proclamation.

"Yeah! You look so yummy; I could just eat you up right now." She giggled and licked her lips. My eyes widened in fright and I shrunk behind Twilight even more.

"Please don't eat me…" I squeaked and Pinkie just laughed.

"I don't mean actually eating you silly billy willy, I just meant you're just so cute that I can barely keep myself from having all kinds of fun with you."

"Pinkie Pie! You shouldn't talk about that kind of thing out here on the street!" said Twilight scoldingly. Pinkie just giggled more and I thought I should probably change the subject, quickly.

"Are you doing better Twilight? You were pretty messed up when I found you earlier."

"Yes I'm doing much better now. Spike and I really needed to get some sleep; sorry about keeping you up again Spike," said Twilight apologetically. Spike just shrugged and smiled.

"It's always fun to help you Twilight, it doesn't matter when." Twilight leaned down and nuzzled Spike while smiling.

"And that's why you are my number one assistant." Spike blushed a bit and nuzzled shyly back.

"Aw Twilight, your embarrassing me…"

"More embarrassed than when you fell down the stairs and spilled your secret stash?" I asked smirking at him. Somehow the purple dragon paled a bit and stared at me. I winked and waved a hoof to tell him not to worry about it. As the color returned to Spike's face Pinkie started bouncing up and down as if an idea had just popped into her head.

"Oo oo oo!" she hooted as she bounced. "Hey Ni, since I can't talk about those fun things I wanna do with you out here, we can talk about them over a date!" Her smile got even bigger and my eyes widened.

"Um sure I guess, that would be fun," I said trying very hard not to sound scared.

"Hold on Pinkie, Celestia finally responded to my letter and Ni has to read it," said Twilight, causing the pink party pony to stop bouncing. Twilight handed me the letter and I read it out loud.

"Dear Twilight, I am as surprised as you are that somepony has the same ability as Rainbow Dash to create a shockwave so massive. I had seen the event you described all the way here in Canterlot, but I was unaware of what had caused it. Now that I do know I would love to meet this pony. Please come to my palace in Canterlot, and bring all your friends. It has been far too long since I last saw all of you. With love, Princess Celestia."

"We're going to the castle!" screamed Pinkie as she started jumping in the air again and Spike fist pumped.

"Alright! Pinkie you go get everypony, I'll start getting everything ready," said Twilight as she levitated the scroll from my grasp. "I'll meet you at the train station."

A couple hours later we were on our way to Canterlot via the train. I had never ridden in a train before so I was kind of nervous as we went along the tracks. Fluttershy came over to me and nuzzled me face.

"Don't be nervous Ni, it's just a train." I smiled as I nuzzled her back.

"How did you know?" She giggled and sat next to me.

"I can tell when somepony feels fear and what they are afraid of. It helps a lot when tending to the animals." She leaned her head on me and we sat there for a while as the train passed through the countryside. Rarity came and sat opposite us while giving an appraising look.

"You two are simply darling together," she said as she smiled. "I wish I could take a picture…" we both blushed and Fluttershy attempted to hide her face with her long pink mane. I instinctually wrapped my right wing around her and covered her from Rarity's gaze. Rarity awwed and garnered the attention of Twilight.

"What's going on… awww!" she squeaked when she saw Fluttershy peeking out from under my wing. "I wish somepony would do that with me…" I opened my left wing and gestured to the seat next to me.

"You know there's room," I said smiling. She blushed madly and hid under her bangs as she sat next to me. She leaned on my left side and I wrapped her tightly with my wing.

"Oh you're making me jealous girls," said Rarity teasingly. I felt bad for leaving her out so opened my forelegs invitingly.

"There's room for more Rarity," I said while motioning her to join us.

"But how could I possibly…"

"Just straddle him," said Rainbow Dash from across the aisle. She had a smirk painted on her face as Rarity sputtered.

"Rainbow Dash! How can you be so uncouth?" she said as she wrapped her forelegs around my neck. "Such an idea like that for a lady is simply atrocious." She hopped up onto my lap and wrapped her hind legs around my barrel. "I'm shocked Rainbow Dash." I quirked an eyebrow at Rarity as Twilight and Fluttershy giggled.

"Then how come you just did it Rarity?" I asked. She turned to face me with the most seductive gaze I had seen on her face and in a low voice said:

"Because it was a good idea." She gave me a slight squeeze the sent shivers down my spine when I felt her soft fur brush against my sheath. "Now Ni, do be a gentlecolt and wrap your wings around me, the air in this cart is simply too cold for my tastes." I complied with ease as I also wrapped my forelegs around her barrel. She rested her head on my shoulder and sighed deeply. "You are very warm Ni; I wouldn't mind travelling like this…" Rainbow Dash and Applejack snickered. "Only when we are the only ones in the car of course," she said embarrassed.

"Of course," said Applejack teasingly serious. We sat there like that for about an hour, being so comfortable like we all fell asleep. We were woken up by the train coming to a stop and all of us falling out of the seat. We groggily untangled ourselves from the pile and made our way off the train. AJ, Rainbow, and Pinkie were whispering to each other and laughing every once in a while. I guessed they were probably making jokes about our little "group hug." As we walked I became more and more awake with how pristine everything looked. The tall arches, the even taller lookout towers, and all the ponies; they all seemed so regal and important. Even the street sweepers looked as if they were part royalty, except for one with buck teeth that waved at Rarity. Surprisingly she waved back as if she knew him.

"Do you know that pony Rarity?" I asked. She nodded her head.

"I met him once in Ponyville, very well mannered colt he is." I shook my head and kept admiring the place. Every once in a while I would see guards patrolling the streets or flying through the air. Some even had spears on their person as they stood watch in the towers. My wings firmly glued themselves to my side trying to avoid looking like a threat. Fluttershy gently caressed the side of my face with her wing.

"Don't be nervous Ni, you're with us. They won't bother you." I smiled and gently kissed her wing.

"Ok Fluttershy, I'll try to be less nervous." She blushed and nodded her head. We neared what I guessed was the main castle and stopped in front of a massive gate. Some guards flew down from the top and landed in front of Twilight.

"Halt, state your business," the lead guard said firmly. I cringed slightly at his tone. Suddenly the gate opened and a white unicorn guard with a multi-shaded blue mane came out and tapped the guard that we had spoken to.

"It's alright lieutenant, they're expected."

"Armor!" Twilight squealed in glee. He looked over and smiled brightly.

"Hey Twily!" She ran past the lieutenant and slammed the unicorn guard with a hug. The guard hugged back and the lieutenant and his colts flew back up to their posts. He finished hugging her with a smile and then faced me. "And who might this be. Is he your foal daddy Twily? You know I'll have to kill him now right?"

"Wait what!?" I yelped backing up from him and unfurling my wings slightly for a quick escape.

"Armor!" yelled Twilight while hitting him hard on the shoulder. "Don't do that to Ni! He's shy and scared enough as it is!" He chuckled and then noticed how frightened I was.

"Oh Celestia, listen I'm sorry Ni. I didn't mean it at all." He moved towards me and extended his hoof to shake. "My name is Shining Armor." I just looked at his hoof and glared at him. He winced under my glare and put his hoof down while looking at the other girls. "Well… I'll show to the throne room then…" as we followed him in I made sure to stay at the back of the group, trying to keep as much distance between me and Armor as possible. While we walked through the grandiose halls of the palace I could see stained glass windows depicting different scenes. I guessed they were historical because we passed a window that showed all six of my friends doing battle with the dreaded Nightmare Moon. And in case you're wondering why I know this, I may have lived in the wilderness but that doesn't I lived under a rock. We stopped at yet another massive door, only this one had guards standing on either side of it and it had the royal cutie mark of princess Celestia on it. Armor nodded at the guards and they opened the doors. Once we were all inside Armor turned to us and saluted good bye. "I'll see you girls later. Bye Spike, Ni." He affixed an apologetic look towards me and I released a low, guttural growl from my throat at him. Apparently he was the only one who heard and simply walked away sadly.

A door opened up on the far side of the room and through it came the one and only Princess Celestia. I bowed instantly while the girls trotted towards her. "Princess!" squealed Twilight as she and Celestia embraced.

"Now Twilight, what have I told you about how you address me?" said Celestia in a teasing voice. Twilight giggled and let go.

"Ok Tia, I'm sorry."

"It's quite alright, and it is so good to see all of you again after so long!" All the girls huddled together and exchanged greeting and occasional bouts of laughter. After about a minute of this they all noticed that I was still back near the front door bowing on the floor. Celestia smiled and went up to my prone form. "Who is this gentlestallion?" she asked in a mock authoritative voice.

"Night Wing your majesty, your humble subject," I replied in a small, shaky voice.

"Don't you know that it is rude to speak to someone without facing them Night Wing?" said Celestia as she looked back at the girls and winked. I began shaking as I took a deep breath.

"I feel if I were to gaze upon you that your beauty would be marred somehow your highness…" Celestia blushed deeply and coughed.

"Where did you find this stallion with such high regard for me?" asked Celestia towards Twilight.

"I'm not quite sure princess but I wish I knew so that so I could find one for myself," answered Rarity as she swooned at my behavior. The princess smiled and leaned her head to my ear.

"Rise Night Wing, there is no need for such formalities here among friends."

"As you command Princess," I replied and stood up; still not facing her. Rarity seemed to faint while Pinkie caught her. "What would you have me do your majesty?" Celestia blushed a bit more at my courtesy.

"Well first I'd like to see the face of such a fine gentlestallion."

"As you wish," I said as I lifted my face and looked straight into the eyes of royalty. When our eyes met I started shaking uncontrollably and for some reason I became angered by her benevolent look. Fluttershy noticed my shaking and moved over to me.

"Ni? You're not nervous are you?"

"No," I growled. "I don't know what's wrong with me… I feel… ANGRY!" Suddenly I charged at the princess as an unholy roar left my throat. "YOU WILL DIE THIS DAY!"

**author's note: **cliffhanger motha fuckas! lol i forgot to mention this last chapter but Shadow Brony has a sweet story going on right now called Once a Shadow. if you wanna read it go check it out, its pretty awesome. also as a bonus, Night Wing is in it. ;) he makes Ni a badass. lol go read it now. please? anyways to celebrate the tenth chapter of this magnificent series i have started up a new story called Angels 20. it should be up today. if you like humanized ponies that serve in the military and Luna going a little trigger happy i suggest you go check it out in my stories. hope you enjoyed this little tease and as always, reviews are mandatory. not really but i'd like to get feedback if you don't mind. lol

brohoof to all. /)


	11. Chapter 11

Chapter 11

As I charged at the princess I suddenly felt like I was floating. I looked down and saw that a purple aura had lifted me off the ground, keeping me from running at the princess. A loud growl came from my throat and I spread my wings. I shot towards the princess again only using my wings this time since they weren't under a spell.

"NI!" shouted all the girls. "WHAT ARE YOU DOING!?" All I did was roar in reply. Celestia had backed up from me and was trying to decide what spell to use on me when I suddenly gained speed on her. Her horn flashed brightly and I was suspended in air inside of a gold tinted bubble. Twilight ran up to the magic bubble and started yelling at me.

"NI! Talk to me! What's going on!?" I lashed out at her but was stopped by the bubble. Celestia put a hoof in front of Twilight to keep her from getting too close. "This isn't you Ni!"

"Please Night Wing, don't…" Celestia was interrupted by a thunderous voice emanating from my mouth.

"SILENCE CELESTIA! YOU HAVE BROUGHT NOTHING BUT PAIN UPON THE LORD OF CHAOS. FOR THAT YOU SHALL DIE!" Red lightning began arcing of off my wings and my eyes started to glow white with red electricity sparking around them and I simply floated out of the bubble menacingly. Rainbow Dash flew at me trying to bash me with her hind legs but I simply flicked my wing at her; sending her into the wall. Twilight tried to put another barrier between me and the princess but again I floated through it with no effort. Celestia began backing up again trying to figure out a way to subdue me without hurting me. As she backed up she passed Fluttershy who was shaking horribly and rooted to the spot where she was sitting. Celestia cast an invisibility spell on herself and moved around me. As I scanned the area for her I taunted her. "So the great Princess of the sun must use such cowardly tactics to best me. HA! Some great ruler you…" my gaze stopped on Fluttershy's shaking form and I moved towards her. "Why so scared little one? Do I make you afraid?" I said in a mocking tone. Her eyes watered up and she started shaking violently.

"N-N-N-N-N-Ni…?" She asked stuttering heavily. "Are y-y-you s-s-still in there…?"

"The Pony you know as Night Wing is my vessel for my rage to do with as I see fit little one," I replied with a voice that was not my own. Fluttershy broke down at that point and curled up in a little ball and cried into her forelegs. Seeing her like that caused me to become angry. The real me, not whatever was controlling me, and I lashed out inside my brain. My body convulsed in the air as the opposing personalities clashed inside and magical energies fought against each other. Everypony that saw this only could see my body losing control of itself as my wings contorted out of their normal shape into unnatural angles. I let out a blood-curdling scream and a wave of dark magic and electricity exploded from me. The last thing I saw as I lost consciousness was Twilight running up to me and yelling. A dull throb came into my head and whispered in a dark growl:

"You have failed me…"

I opened my eyes slowly and tried to move but pain kept me from doing anything. I felt cold, and slightly wet; 'good,' I thought. 'At least I'm not dead.' As I shifted slightly I noticed the ground was hard and uneven, probably made of stone. I moved my head to the right and saw bars across what looked like an opening. I groaned to myself, 'great. I'm in a dungeon.' I felt something tap me on shoulder rather roughly, sending a fresh wave of pain through my body.

"You awake meat?" asked a gravelly voice. I only managed to groan in pain. The voice laughed. "Seems like you tried to kill the princess from what I heard. Nice job." He gave my back a thump and I winced.

"Can you not touch me right now mister…?" I choked out as I tried to get up. The voice chuckled again and helped me up roughly.

"My bad, I forgot you were fucked up so bad." I coughed a little and finally stood up. As my eyes adjusted to the dim lighting I saw the outline of the pony who was speaking to me. Then I realized it wasn't an outline at all; the pony was just as black as I was. From what I could tell he had a black coat and gray streaks in his mane and tail. He also seemed to be a Pegasus. "So what's your name?"

"Night Wing," I coughed out.

"I'm Shadow Flash," he said proudly. "Wanna know what I'm in for?" I nodded my head slowly, not really sure if I wanted to know.

"Well I…" he was cut off by the sound of clopping hooves and a slight jingle of keys. "Quick, get back on the floor!" he whispered harshly and pushed me over. I landed on my apparently broken wing and I let out a small yelp. A guard made his way over to the cell door and slid two trays under the door with his magic.

"Dinner time," he said roughly. "And you have a guest coming down so behave."

"Yes dear," said Shadow sarcastically. The guard glared at him and moved away as we took our trays. More clopping hooves could be heard and several silhouettes made their way down a staircase about 30 hooves from the door to my cell. As they got closer I saw that they were the mane six, minus Rarity and Fluttershy. I hid myself with my wings in shame as they came to the door. Shadow gave a whistle when he saw them and went straight up to the door. "Hot damn aren't you a fine bunch of mares. You my fanmares finally come to see me?" he asked leering at their flanks.

"We are here to see Night Wing, is he there?" Said Twilight, not seeming to be phased by Shadow's inappropriate behavior.

"He might be. I'll tell if you let me rut that flank right now," pointing at Rainbow Dash. Rainbow's eyes widened and then became an angry scowl. She rushed to the door and glared at Shadow.

"And why the FUCK would I let you creep?" she said angrily.

"Because you simply can't resist my charms," he said seductively and kissed her through the bars. Rainbow was so shocked that she just stood there for a second while he finished and backed his head away. "Mmm you taste good…" he was cut off mid-sentence as she grabbed his head through the bars and slammed his face against the door. It reverberated through the dungeon and I glanced up from under my wings. He fell backwards and laughed.

"Ooo feisty, I like it," he said, his voice dripping with lust. Twilight got mad and picked Shadow up with her magic and slammed him into a wall; knocking him out.

"Now that that's taken care of… Ni? You in there?" she said gently.

"Go away…! I don't want to hurt you…"

"Little late for that," said Rainbow nursing her bruised wing from when I threw her.

"Rainbow! Not now!" said Applejack. "Sugarcube? Please come over here so we can see ya." I grudgingly got up and made my way to the door. My head was drooped so low that my nose would brush against the ground every once in a while. "Aw Ni, c'mon. Look at us." I slowly brought my head up and my tears started flowing freely.

"I messed up didn't I?" I managed to say as my throat closed up.

"Oh Ni, c'mere," said AJ as she reached through the door and pulled me against it in a makeshift hug. The other girls tried to squeeze in too but the door was only so big. As they let go my tears did not stop and I just looked at them pathetically.

"What happened Ni? Why did you go ballistic?" asked Pinkie who was more serious than I had ever seen her.

"I don't know… it felt like something took over my body and was using it like a puppet…" Twilight seemed to stiffen at my words but didn't say anything. "I felt so powerless… and then when I made Fluttershy so scared, I got so mad at whatever was controlling me that I broke from its control and got my body back. I hurt all over…"

"That's cuz whatever went on inside ya made yer body do all kinds a weird things," said Applejack. "Yer wings completely broke all out of shape… it was the nastiest thing I ever saw."

"Yeah," said Rainbow. "Twilight had to put you in a magic coma just to set your wings back into shape." I winced at the thought of my wings being completely broken but that explained why they hurt so much.

"When can I get out…?" I asked. They all looked at each other worriedly and Twilight answered.

"Celestia is running some investigations right now into how this could have happened." I let out an involuntary growl at the mention of Celestia's name and I covered my mouth in shock. All the girls looked at me in strange expression.

"I didn't do that. It just came out when you said her name…!" Twilight seemed to examine me closely with a pensive expression on her face.

"Maybe whoever created you made it so that whenever Princess Cel- I mean she- is mentioned that you have a negative response to her. That's why when you saw her in person it triggered your attack function and let the evil control you." I nodded my head in agreement.

"But wait, I remember having a mother," I said. "I grew up with her until I was about six years old… that was real, I know it." She looked at me soothingly.

"Ni, those memories could have been implanted in your brain. We have no idea what is real when it comes to you." My eyes began to water up again.

"You mean… my whole life… is a lie…?" She shook her head and placed her hoof on my cheek.

"I didn't say that Ni, I'm just saying we don't know." I stood there thinking about all the wonderful memories that I had of my mother. Her smile, her laugh, the way she taught me kindness. It was too real to be fake. Right…? I sighed deeply trying to control my emotions and decided to move on.

"So what's going to happen to me?"

"Well I talked with Cel… mrrrgg. HER, and we decided the best course of action would be to take you back to Ponyville. There's no chance that she'll come unless we have found out what made you go crazy." I nodded my head and started feeling better about the situation. "Guard? We are taking this prisoner." The guard came over and unlocked the door so I could step out. Once the door was closed again I felt someone tap me on my back. When I turned around it was Shadow with the most insane grin on his mouth and a strange look in his eyes.

"See you later Night Wing," he said in a voice that reminded me of the voice that had spoken in my mind. I nodded nervously at him and left.

During the train ride back I felt very awkward sitting in the cart while everypony was sitting elsewhere. Rarity and Fluttershy weren't even in the same cart as I was. Feeling rather dejected I laid myself on the floor and tried to curl my wings around me like I had always done when I wanted to be completely alone. Pain shot through my wings however and I decided to just lay there. Once we got off the train and headed back to Ponyville proper, Pinkie came over to me and brushed her side against mine gently.

"Hey Ni," she said quietly. I thought her voice sounded so sweet and soft when she wasn't yelling or being loud.

"Hey Pinkie," I said back trying to sound friendly.

"I know you just went though something terrible and all. And Fluttershy probably doesn't want to have you over right now. So I was wondering if maybe… you'd wanna stay over at my place…?" She sounded so unsure of herself for that moment and I mistook her for Fluttershy.

"Sure Pinkie Pie, that sounds like a good idea." A smile crept onto her face and her eyes became half-lidded.

"Ni, smile for me?"

"I don't know Pinkie… I don't feel all that happy right now."

"C'mon Ni, all I need is a smile." Her voice was so quiet and pleading that I instantly wanted her to feel better so I thought of something happy and I smiled as brightly as I could. Her entire demeanor changed and her grin became giant again.

"Thank you Ni, I'll get my place ready. You go get your saddlebag." I nodded and she took off with a slight spring to her step. As soon as she was gone however I realized that my bag was at Fluttershy's cottage. 'I'll ask rainbow Dash,' I thought. I trotted over to her as we made our way through town and tried to get her attention.

"Hey Rainbow?" I asked.

"What do you want Ni?" she asked haughtily. I recoiled a bit at her tone.

"Are you mad at me Rainbow?" I asked.

"No way Ni, whatever gave you that impression?" she answered sarcastically.

"Rainbow I'm sorry I hit you back there. I wasn't in control of my body when I did that…" she silenced me with a piercing glare.

"Yeah, I've heard that one before…"

"Rainbow Dash! He is not HIM," said Applejack overhearing us. "Now come off him before ah do something drastic." Rainbow Dash's gaze fell to the ground and she mumbled something incoherently. Suddenly she ran off and jumped into the sky. I watched her go with sadness eating away at my heart.

"I did something wrong again didn't I…" Applejack came over and hit a part of me that wasn't broken.

"Oh hush Ni, you come off that too. She's just dealing with some issues from the past," said AJ.

"What happened with her?" I asked. The farm pony looked away and sighed.

"Ah'll let her tell you when she's ready." I nodded and looked down.

"Hey AJ?"

"Yes Sugarcube?"

"Do you think that you can get my saddlebag from Fluttershy's place? I'm staying at Pinkie's tonight." She nodded her head.

"That's prolly fer the best," she said tipping her hat. I'll bring it by later."

About half an hour later I walked up the stairs in Sugarcube Corner up to Pinkie's loft/apartment. I knocked on the door and Pinkie quickly answered.

"C'mon in Ni." I walked in and looked around at the sparse furniture.

"Where will I be sleeping?" I asked noticing that she didn't even have a sofa.

"In my bed silly," she responded, not quite as cheerfully as normal but still very cheerful. My eyes widened a bit and looked at her.

"What about you?"

"Oh I'll be fine, I'm gonna sleep in the tub." I looked at her like she was crazy.

"What if the showerhead leaks and you drown? Besides it'll be all cold and uncomfortable," I reasoned. "No you have your bed, I'll sleep on the floor." She gasped in mock disdain and started dragging me to her bed.

"You are my guest tonight Ni, and I will not have one of my guests sleep on the floor. You take the bed."

"No you," I said.

"No you," she said.

"No. YOU."

"Fine, we will share the bed," she said smirking slightly.

"Fine!" I said. Then I realized what she just did and I glared at her in mock anger. "You did that on purpose didn't you…"

"Mayyybe," she answered innocently as she batted her eyelashes with her lips set into a playful smirk. I shook my head and sighed as I got onto the bed. She followed me up and lay down next to me. My back was towards her and she began to rub my side with one of her hooves while being careful not to touch my broken wings. I sighed contently and then she began scratching in between my wings. I shuddered in pleasure as she scratched and she giggled softly.

"You pegasi always do that when I scratch here," she said as she continued to scratch and rub my back. "Why is that?"

"I guess it's because we can't really get there often so when somepony does it feels amazing." She hummed a little tune for a while and switched to massaging my back and where my wings met my body. After a while she stopped and pushed her body against mine and draped her right legs over my side. She gave a little squeeze and continued to hold me.

"Wanna know a secret Ni?" she whispered into my ear. Her warm, sweet smelling breath tickled my ear and made me melt against her. I nodded my head in silent reply. "I've never had a colt in my bed with me before." I raised an eyebrow.

"Never?"

"Nope. I guess colts didn't like me enough to do anything with me." I turned over so I was facing her and looked straight into her beautiful blue eyes.

"They were idiots apparently," I said and she blushed a dark shade of red across her pink muzzle. She didn't even blink. "You are a great mare Pinkie; I don't see why anypony wouldn't like you enough to love you."

"I can get too hyper…" she said solemnly. "Certain ponies get put off, or even scared by it sometimes." I kissed the end of her nose and her eyes got big.

"Pinkie, everypony has issues. Yours happens to be your energy. I like your energy; it's great to see you because you're always so damn cheerful all the time." I chuckled as she gave one of the cutest giggles. "Sometimes you can get of hand yes but you can learn to control it. I'm sure with practice you can be the right amount of cheeriness for the right moment." She searched my eyes for a moment and the replied.

"Could you help me with that Ni? Like telling me when it's too much? My friends won't do it because they are afraid they'll hurt my feelings." I nodded my head and wrapped my left foreleg around her barrel.

"Sure Pinkie, if you want my help you've got it." I pulled her closer and we both held each other with her face under my chin. Her breathing against my chest felt good and I kissed the top of her head. She kissed my chest in return and held me tighter.

"Good night Ni."

"Good night Pinkie."

**Author's note: **hello everypony, hopefully i didn't make you all too mad about the long wait. i got lazy and Team Fortress got a new game type that is AWESOME. lol but that's no excuse for you guys. i'll try to get these out sooner but as you probably have noticed, the chapters are a bit longer nowadays. lol anyways, hope you enjoy the chapter. if anyone wants to meet up on steam or team fortress let me know and we'll link up. also, please go check out my other story Angels 20. it hasnt gotten much attention and i would just ask that you give it a chance. also, i don't remember if i told you guys this or not (if i did i'm sorry for repaeting myself) but this story has about 8,000 hits on it. 8,000 hits you guys. that's a retarded amount of people checking out my crap story. lol i just wanted to say thanks to all of you who are following my story, you guys make this stuff worthwhile. well i'll quit yammering now. don't forget to review if possible and i'll see you next chapter.

brohoof to all. /)


	12. Chapter 12

Chapter 12

I woke up feeling slightly better and with a very warm something on me. I opened my eyes to see Pinkie Pie's rather round and very alluring bottom in my face. I peeked around her butt and saw she was still sleeping soundly, snoring in the most adorable way possible. I noticed her breath was very warm and that she was breathing right on my ball sack. Her breath tingled against the sensitive skin and I began to get extremely aroused. I tried to concentrate on something else but my eyes betrayed me by gluing themselves to Pinkie's femslit. I could feel myself getting hard already and I prayed that I didn't hit her in the face with my stallionhood. I tried to push her off gently but she wrapped her legs around me and gripped me tightly, giving a slight moan of protest. I sighed and then stiffened when she started nuzzling her face against my sheath. I groaned as I failed to control myself and my member became fully elongated; Pinkie being none-the-wiser and nuzzling away at my sheath.

"Pinkie…" I groaned trying to keep myself from pulsing. "Wake up…" she groaned slightly and the vibrations against my sensitive area made me shudder.

"Five more minutes…" she pouted and kissed my crotch making me moan.

"I don't think I'll last thirty more seconds Pinkie…" she finally opened her eyes and saw that she was nuzzling my fully engorged member. Her head lifted itself and looked at my cock curiously.

"This isn't your face…" she said slightly surprised.

"I'm sorry Pinkie… if you can just get off I'll leave now." She looked back at me and placed a hoof on my mouth.

"It's ok Ni, let me see this." I nodded my head and she turned her eyes back on my rather happy body part.

**Lemon scene now**

Her eyes roved around my throbbing member, taking in every detail. She giggled when it pulsed.

"Wow Ni, you're a really big colt," she said as she stroked my cock. "I've never seen somepony so big." I groaned in response.

"I thought you never did anything with anypony…?"

"I accidentally walked in on the cakes one time. That's why I always use the front door now." I laughed a bit and she joined in. Her attention turned back to the oblong shape in front of her and she gave it a long, slow lick. I arched my back and groaned her name. She giggled and started licking in earnest, earning more groans from me and more throbbing from my member. She slid back across my body, trying to get to the tip, and inadvertently shoved her pussy in my face. My tongue licked her marehood and made her squeak; making me want her even more.

"Oh Ni…! Do that more." I gladly obliged her and squeaks increased to moans as she became wet. She started licking the tip of my cock and I groaned into her pussy, making her moan even louder. She took my whole head in her mouth and started sucking on it heartily. I bucked my hips against her face and half of my member was now in her mouth. She started bobbing her head up and down, sucking on me like I was a lollipop. My tongue started writhing inside of her marehood, making sure to get every inch that I could reach. In response she forced her head lower on my cock until there was only about an inch of me that wasn't down her throat. I almost yelled into her pussy at how good it felt and wrapped my forelegs around her lower half and pulled her tighter against myself so I could lick even deeper into her. My cock slipped out of her warm mouth suddenly and she threw her head back and let out a long heartfelt moan as her walls tightened around my tongue. Her juices sprayed into my mouth with a surprising force and I did my best to swallow it all. I must have been going crazy because it somehow tasted like cake frosting.

"Oh Ni… don't stop… I'm gonna finish you off now," she said as she repositioned herself to take my cock in her mouth again. "And don't worry about being too rough, I've handled getting thrown off a train." Under normal circumstances I would have been shocked at that but I didn't care; so I continued to lick her pussy earnestly. She quickly reinserted my cock down her throat and started moving back and forth. I bucked my hips in rhythm with her movements so my whole cock went into her mouth. After a few more thrusts I seized up and pushed her down further onto my cock as I bucked up so that my cock was so far down her throat that her nose was against my balls. My cum shot down her throat for a solid 15 seconds before I started to relax. As my cock slowly came out of her mouth she moaned lowly, and her mouth made a slight pop as my head slipped out. For a while we just lay there panting and slowly returning to our normal selves. Pinkie turned around and snuggled against my chest and I hugged her close.

**Lemon scene end.**

A little while later I realized that it was almost ten in the morning. I looked down at Pinkie and I saw that there were some tears in her eyes.

"Pinkie? Are you ok?" She sniffed heavily and hugged me tighter.

"It was never my choice before…" my eyebrows shot up in confusion.

"What was that Pinkie?" She moved her head and looked straight into my eyes.

"You were the first stallion that I've done anything like this with. By choice." I searched her eyes trying to find out what she meant. She saw my confusion and her hair made a sound like a deflating balloon, becoming straight and faded. Her coat followed suit.

"What do you mean by choice…?" I asked, a sickening feeling crawling into my gut.

"Exactly that Ni…" a horrible realization slammed into my mind and I almost cringed.

"You mean… you were… raped…?" I asked in a whisper. She closed her eyes and tears came out like a broken faucet. She nodded her head slowly. I broke out of her embrace suddenly and got on the floor by her bed. I bowed down to the floor and covered my face with my forelegs.

"I'm so sorry Pinkie! I had no idea that…" my apology was interrupted by Pinkie's hoof on my head.

"Shhh Ni… it's ok, you didn't know."

"Who did this to you Pinkie?" She looked away and took a deep breath.

"It doesn't matter anymore Ni… it was so long ago…"

"It doesn't matter if it happened yesterday, or 30 years ago. Rape is rape Pinkie. We need to find whoever did this and lock him away," I said passionately. She looked at me and smiled slightly, leaning over to kiss the top of my head.

"You are too sweet Ni. I've put it past me, you should do the same." I shook my head vehemently.

"I won't Pinkie. You don't have to tell me now, but Pinkie promise me that you'll tell me at some point? Please?" I begged. After a couple seconds she stood straight up and did the motions for her own promise.

"Cross my heart, hope to fly, stick a cupcake in my eye." I smiled knowing she would tell me at some point. I got up from the floor and kissed Pinkie tenderly. We broke the kiss and she smiled a bit as her mane and coat returned to their normal shades of pink. "C'mon Ni, we should get over to Twilight's so she can check you out.

As we made our way over to Twilight's, Pinkie Pie had regained her normal energy and was bouncing along as she always did. Every once in a while we would stop to look at something she had spotted. I followed her to every single thing. After each time she would cast her gaze to me and smile in a way that made it look like she more than just happy; she was content. Once we made it to Twilight's we walked on in and called out to Twilight. She responded by coming down the stairs.

"Hey Ni, Pinkie. How are you doing?" said Twilight.

"we're doin' okey dokey Twilight, how 'bout you?" replied Pinkie.

"I'm doing ok," she replied yawning. "Didn't get much sleep last night…"

"Again?" I asked while quirking my eyebrow.

"Well I didn't go overboard like last time. I got about six hours of sleep this time," Twilight replied sounding proud. We all chuckled and Twilight gestured for me to come over to an empty spot on the floor. "Come here Ni, I want to examine you with my magic and see if I can find out what's going on." I nodded my head and trotted over to where she indicated. I sat down and she moved to my front to sit facing me. "Now, this spell is kind of tricky so just empty your mind of as much thought as you can. It'll make it easier on both of us." I nodded and did as I was told. Her horn began to glow and she pressed it up against my forehead. As she did it felt like someone was pouring cold water onto my brain and I blacked out.

About an hour later I woke up to the smell of baked goods and old paper. I looked around and saw that Twilight was reading through an ancient looking book and Pinkie was in a corner eating some cupcakes with Spike. As I got up everyone seemed to notice I was awake and made their way over to me.

"Hey Ni, have a nice nap?" asked Spike after he took a bite out of a diamond encrusted cupcake. I nodded my head in reply while yawning.

"Ni? You know those hardened sections on your wings?" asked Twilight slowly, as if she couldn't believe what she was about to say. I nodded my head again and quirked an eyebrow at her.

"Yeah, what about them?"

"Well it seems that they are more than just protective covering for your wings…"

"What do ya mean Twilight? Do they make him extra yummy? Because he didn't need his wings to do that for him," said Pinkie as she winked at me. I smiled as I blushed and turned my attention back to Twilight.

"It appears that they are extremely similar to unicorn horns… meaning that they can channel magical power…" Twilight said slowly. "I haven't tested this theory yet but it's possible that you can manipulate magical energies." Everypony looked stunned by the news, even Pinkie had stopped mid-chew.

"Is that why I did that… sonic boom thingy the other day?" I asked. Twilight shook her head.

"I still don't know anything other than that, I would have to consult with the Princess but since you have such a negative reaction around her I can't really do… much…" a thoughtful expression came over her face and she brought a hoof under her chin in contemplation. "Maybe… I could ask Princess Luna to help us! Since you obviously have something in you that hates Celes… I mean HER; maybe whatever it is doesn't hate Luna!" She smiled brightly and looked over at me. "Princess Luna," she said slowly and deliberately. Nothing happened. She jumped for joy. "Yes! I knew it!"

"Twilight, calm down," said Spike as he grabbed one of her hooves to keep her from bouncing so much. She stopped jumping and looked at me.

"You wanna try it?" she asked.

"If there is way to keep this from happening again then I'm all for it," I replied honestly. Twilight squealed and ran off to fetch the necessary writing supplies. She came back exceptionally quickly and didn't even have Spike write the message for her. After rolling up the scroll once she was done writing, she handed it to Spike and he blew some green fire onto it. The scroll disappeared into smoke and Twilight sat down expectantly.

"Um Twilight…? What are you waiting for?" I asked uncertainly.

"Just wait…" she replied excitedly. After waiting about five minutes Pinkie sighed explosively.

"Boooooring," she said sounding bored. "What are we waiting fo…" suddenly a bright flash of blue light appeared in the middle of the room and we all shielded our eyes. A sound of energy building up and then subsiding was heard and the light disappeared to reveal the princess of the night herself; Princess Luna. I bowed to the floor instinctively and everypony else did as well. Twilight was the first back up and went right up to the princess.

"Welcome to my library Princess Luna, thank you for coming so quickly."

"IT IS OUR PLEASURE TWILIGHT SPARKLE. WE WERE MORE THAN HAPPY TO OBLIGE THOU'S REQUEST," answered Luna in an incredibly loud voice. Pinkie giggled a bit.

"Um, princess? You're using the Royal Canterlot Voice…" said Pinkie while trying hard not to laugh. Luna's eyes went wide and she blushed.

"I am sorry my friends. I do that sometimes…"

"It's alright Princess. I'm sure it was just an accident," said Twilight reassuringly. Luna smiled at her and then noticed me bowing with my face to the floor. She walked over to me and sat in front of me.

"Is this the one that attacked my sister?" asked Luna. Twilight nodded her head. "Hm." At this point I was trembling on the ground not daring to do ANYTHING. "He is so dark… was he like this when you found him?"

"Yes Princess, but his wings were not in bandages. That is from the ordeal I mentioned in the letter." Luna turned her head back to me and was carefully studying my prone shape.

"Night Wing?" Luna said and I flinched at my name. "Would you like me to heal your damaged wings?"

"If it means I can fly through your beautiful night sky again than yes Princess, if it pleases you majesty," I said quietly. Luna was shocked for a moment.

"Face me Night Wing," she commanded softly.

"As you command…" I got up slowly and brought my face up to look at the princess. I opened my eyes and the first thing I noticed was that she was only a few hooves taller than me, which made her shorter than her sister. The second thing I noticed were her beautiful, light teal eyes. They were almost blue in their hue and I couldn't look away from them.

"You truly believe the night is beautiful?" asked Luna while searching my eyes.

"Yes Princess, almost as beautiful as you…" I almost whispered. Her eyes widened considerably and a deeper blush appeared over her features.

"Thou flatters us," she said as she turned her gaze to the floor in embarrassment. "And we see no deceit in your gaze. Be still…" her horn flashed in blue and a soothing warmth touched my wings. I let out an involuntary moan of pleasure as I felt the warmth spread through my wings. What I could not see was that the same glow that was emanating from Luna's horn was also engulfing my wings and healing them. As Luna worked her magic (see what I did there? ;)) the bandages that were on my wings fell off and my wings spread to maximum extension. After a few more seconds of blissful healing, Luna stopped her magic and let out a heavy breath. When she looked up at me and saw my wings she stiffened; her wings pomfing out suddenly. Pinkie burst out laughing in the corner and Spike chuckled quietly. When I looked at the Princess and saw that she had an impressive wingboner I immediately put myself between her and everypony else while blocking as much of her as possible with my wings.

"Hey! Don't look at her right now. It's rude to stare," I said while giving Spike and Pinkie a death glare. They didn't seem to care and were laughing heartily now. Luna quickly adjusted her wings back to normal and coughed slightly to get my attention. I turned back around while folding my wings.

"Thank you Night Wing, for covering our slight problem…" said Luna in an incredibly embarrassed voice.

"It was nothing your majesty. Take it as my apology for putting you in that position," I said while trying not to be flattered at her finding me attractive. She smiled slightly and moved closer to me.

"We would prefer that you simply called us Luna, sir Night Wing."

"I will grant your request as long as you simply call me Ni." We smiled at each other and Twilight cleared her throat suddenly.

"Well now that introductions are out of the way… Princess? I would like you to help me examine Ni's wings to see if you know anything about them." Luna nodded her head and over to Twilight.

"Wings please Ni?" I complied and extended my wings again. I could see Luna's own wings shiver slightly as she tried to control them and I smiled to myself. Luna got closer immediately and looked closely at my right wing. Her horn began to glow again and she started "scanning" my wings, one feather at a time. She started from the very tip of my wings and worked her down; a pleasant feeling coming from my wing as she did so. Every time her magic came into contact with one of the hardened "feathers" on my wings her blue aura would be cancelled out by a red one emanating from the same one. She continued this all the way to the base of my wing and then did the same for my left wing. After she was finished she stopped her spell and spoke. "It is just as you theorized Twilight, the hardened sections posses magical qualities not unlike unicorn horns." Twilight jumped for joy.

"I was right!" she said over and over again.

"However, there is no telling what kind of magical properties it has until we have done more testing…" said Luna. Twilight stopped jumping and looked over Luna.

"I know the perfect way to test him! He can become my student!" she exclaimed. Luna mulled this over in her head for a moment.

"I can see no problem with that. Ni, would you like to become her student?" I nodded my head. "Very well. Twilight Sparkle? You are hereby given royal permission to train Night Wing as your student in the arts of magic. We are aware that you yourself are still a student but we are confident that will be beneficial to both of you. Good luck." Luna smiled and gave Twilight a hug. She came over to me and outstretched her forelegs. "Hugz?" she asked. I chuckled and embraced her. She held the hug longer than I anticipated and I nuzzled her neck out of instinct. I heard her take a deep breath and she squeezed me a bit harder. We released each other and Luna backed up a bit. "Good luck Ni, I hope this will all work out."

"Me too," I said and she teleported away. I looked back at Twilight to see her with a massive smile on her face.

"Ready to begin your magic training?" she asked.

"Let's do this."

**Author's note: **i know, i know. WAY too long waiting for this. you can all hate me now. hopefully this won't happen again. lol anyways, hope you enjoyed the chapter. accept the lemon scene as an apology. lol if you can, please check out my other story Angels 20. also check out Shadow Brony's stories. Ni gets featured a bit in one of them. also he's got an interesting story that he is working on. a Navy SEAL team gets stuck in Equestria. lol it will have me as a person along with him and some friends as people. should be fun.

brohoof to all.


	13. Chapter 13

Chapter 13

I followed Twilight out to the street and then towards an empty field. As we neared, a slight gust kicked up and the grass swayed lazily in the breeze. I took a deep breath and let the breeze relax me. Once we were about a hundred yards from the town Twilight turned around and set her gaze on me.

"Ok, so the first thing you should do is learn to charge up your magical energies to store it for larger spells." I nodded my head in agreement.

"How do I do that?" I asked. Twilight let out a little squeal and hopped slightly.

"I'm sorry, it's just that this is my first time teaching anypony how to use magic and it's so exciting to have somepony WANT to learn from me." A large smile stayed on her face and I returned it.

"Well I'm glad you're my teacher," I replied and she blushed madly.

"Let's get to it," she said quickly. "to charge up your energy all you have to do is concentrate on your horn… or in your case the hardened sections on your wings; and drawn in the energy from your surroundings. Like the sun's rays, the plants life, starlight, anything really." I nodded my head and closed my eyes. I decided to focus on drawing from the sun since I could feel it more than anything else. As I did I felt my wings get warmer suddenly and I opened my eyes to see that the hardened sections on my wings were… dripping? Yeah that's right, DRIPPING. They were glowing a bright red and the energy that I had stored up so far seemed to be dripping off my wings like plasma. Twilight had gotten closer to check out this strange occurrence. After a few moments the glowing/dripping stopped and my wings returned to their normal, non-glowing selves. "It seems like the energy you store up burns off very quickly after building up…" Twilight said in an observant tone.

"Is that normal?" I asked wondering if something ELSE was wrong with me. She shook her head.

"It's normal for built up energy to burn off eventually but never so quickly or in such a fashion. Maybe its how your magic works? Like you need some sort of catalyst or a… a binding agent of some kind to keep your magic under your control for a longer amount of time… or maybe…"

"Not to be rude Twilight but could we try something else? I know how to build up energy, now I just need something to do with it," I said cutting her off mid-thought. She giggled and moved back.

"Of course, let's try a useful spell: levitation."

"But I can fly already…" I said. She laughed and her horn glowed.

"Not like that silly, levitating other things," she said as she moved a hoof-sized rock towards me; a purple glow surrounding it until she dropped in front of me. "Now build up your energy and focus on moving this rock towards me." I did as I was told and built up the magic in the hardened sections… you know what? I'm going to call them featherpoints from now on. I built up my magic in my featherpoints and then turned my attention to the rock. I concentrated on it as hard as I could but the only thing that happened was a red glow appearing around it. I stopped after a few seconds and panted slightly.

"Failure…" a dark voice said from the back of my mind. "You will never grasp your full potential…"

"You again? Get out! You made me attack one of the rulers of the land! You made me scare Fluttershy and hurt Rainbow Dash!" I thought back at it.

"You will always fail me. I see now that creating you was a waste of time." A spark ignited in my core and an anger started building up.

"How dare you even say that I'm a waste of time, if I was…"

"You serve no purpose!" yelled the voice. I winced on the outside and Twilight noticed.

"Are you ok Ni?" she asked but I couldn't hear her.

"I do serve a purpose," I thought to the voice.

"And what pointless, WORTHLESS purpose would that be?" asked the voice mockingly.

"To make sure that you never hurt me or my friends ever AGAIN!" as I thought this, my featherpoints ignited into bright red lights. My wings unfurled completely and I rose several hooves off the ground with magical plasma flowing off my featherpoints onto the ground. As the plasma fell it actually burned away whatever it touched. I turned my gaze onto the rock that I had tried so hard to move and picked it up. I looked over to the horizon and threw the rock as hard as I could. I threw it so hard that I saw and heard the rock break the sound barrier and then disintegrate into dust a few miles away. I looked down and saw that Twilight was screaming at me. My ears slowly started working again and I finally heard her.

"Night Wing! Are you ok!?"

"Yeah… I'm ok." I lowered myself to the ground and my magic faded.

"Very good…" hissed the voice. "It seems that you do have power…"

"I will never use it for you cretin," I thought angrily.

"You won't have a choice…" it said and I felt the presence leave my mind.

"What happened Ni?" asked Twilight as she looked me over and scanned me with her magic. "Did it take control of you again?" I shook my head.

"No it didn't, it just said some things to me and I got angry. I guess my catalyst is anger…"

"What did it say?"

"That I was worthless and served no purpose. That it wasted its time making me…" Twilight gasped and then hugged me tightly.

"You are none of those things Ni, you're important, you mean something ok?" She leaned out of the hug and our eyes locked. "You mean something to me…" I don't know what came over me but I lunged forward suddenly and planted my lips firmly on hers. She squeaked in surprise but quickly returned the kiss, adding to it her own passion. We stayed that way for a few moments and then broke for air. "I know that we haven't known each other for that long but you mean a lot to me ok? Don't ever forget that."

"Well if we keep kissing like this then it'll make it kinda hard to forget," I said while giving her a cheeky smile. She stopped hugging me and poked my chest.

"Jerk, you kissed ME remember?"

"Yup, but when we first met you were the one putting the moves on me," I retorted in a teasing inflection. She blushed and looked down.

"Well you seemed to like it…" she said.

"I did," I said and she looked back up with a small smile. "I think I should keep practicing my magic. I don't want to have to rely on anger to fuel me." She nodded her head and walked a couple hooves away from me.

"Ok, let's keep going."

A few exhausting hours later I decided that I should probably go see how Fluttershy was doing. I departed from the field with the knowledge of how to levitate things, charging up magic, and surprisingly; teleporting small objects. As I walked through Ponyville I saw that ponies were staring as I passed, whispering to each other as I went. I lowered my head in a vain attempt to keep them from seeing me but that seemed to only intensify their whispering. The further I went the more whispering I could here.

"Isn't he the one who attacked Celestia?"

"What's he doing here?"

"He should be locked up!"

"He doesn't look dangerous…"

"Are you kidding? Look at his wings!" I wanted to be invisible the more I heard. I didn't notice that my hoofsteps were becoming quieter and quieter as I trotted through town. After a while I saw that ponies weren't whispering about me anymore; in fact nopony seemed to notice me. I sighed deeply and continued on my way to Fluttershy's cottage. Once I passed the town limits and approached the creek in front of Fluttershy's I saw that something was definitely off about the place. All the animals were moving about lethargically, the birds were all perched on the roof of the cottage not moving; they weren't even preening themselves. Alarmed I sped up my pace and went right up the front door and knocked.

"One moment please," came a reply from inside that sounded like Rarity. I was surprised to hear her voice but decided to just wait as instructed. A few moments later the door opened to show a Rarity that looked slightly disheveled and annoyed. She blinked in surprise and looked around. "If this is some kind of joke it's not funny whoever you are," she said loudly. I quirked my eyebrow in confusion.

"Why are yelling Rarity? I'm right here," I said. Her eyes widened and her gaze seemed to focus on where my mouth was.

"Who is there? If you wish harm on…"

"Rarity, it's me Night Wing," I said trying to understand why she wasn't really looking at me.

"Then prove it! Show yourself!" she said, her anger rising.

"How can you not see me? I'm right in front of you!" Something clicked in her mind and her demeanor calmed down.

"Ni? Darling I believe you are using an invisibility spell." I looked down and saw, or rather DIDN'T see my hooves below me.

"What!? How do I become visible again!?" Suddenly Rarity slapped me across the face and I recoiled. "The hell was that for!?" I yelled.

"I can see you now," she said deadpan. I lifted a hoof to my face and I could see it again.

"Oh thank goodness… I thought…" Rarity proceeded to hit me in the face again only this time much harder. "OW! What was THAT for!?"

"For scaring Fluttershy!" she said haughtily as she nursed her now bruised right hoof. "How could you do that to her!?"

"You think I did that on purpose!? I was under the control of some evil spirit or something! I couldn't control my own body!"

"Then why didn't you break free sooner!? You could have stopped yourself before you hurt Rainbow Dash and scare poor Fluttershy senseless!"

"It's because I scared Fluttershy senseless that I was able to break free at all!" I yelled.

"So you scared her on purpose!?" yelled Rarity incredulously.

"NO! Do you really think I would have done ANY of that on PURPOSE!? When I saw Fluttershy laying there on the floor, terrified out of her mind… terrified of ME… I got so angry that my head almost exploded."

"Is that why you went crazy after that?" she asked, her anger slowly fading. "Because you were angry for scaring Fluttershy?"

"Yes… I didn't want her to be scared of me anymore so I started breaking free."

"But why didn't you try before then?" her anger staying in a reasonable level. My brow furrowed in anger.

"You don't think I tried?" I growled and her eyes widened a bit. "Every time I made a coherent thought, much less an attempt to resist, caused me so much pain. Do you have any idea what it's like to have someone toy with your mind? No, not just toy; but RIP your consciousness out of your own mind!?" She recoiled a bit at my harsh tone.

"I had no idea…"

"Yeah! You have no idea, and you still don't. You know when I went 'crazy'? And my wings went all out of shape? What for you was a few moments, for me was an hour. I fought with the entity in my mind and as we fought I could feel EVERY INDIVIDUAL BONE in my wings break. Slowly, excruciatingly, purposefully. He was breaking my wings on purpose to get me to stop resisting." Rarity looked like she was about to puke as she wiped a tear that had formed on her eye.

"Then why didn't you stop if you were in so much pain…?" she asked weakly.

"Why? Why!? BECAUSE I'M IN LOVE WITH FLUTTERSHY!" I roared at her. "I couldn't let her be hurt because of me… that's why I came here… to see how she was doing, to tell her how I felt about her, to beg her forgiveness…"

"I'm so sorry Ni… I had no idea how much pain you were in… I'm so…"

"Save it for when I'm in a better mood rarity, I won't take your apology seriously right now." She quickly closed her mouth and nodded. "Where is Fluttershy?"

"I'm right here…" said the soft, angelic voice of Fluttershy behind Rarity. I peeked around Rarity as she turned slightly to let me see. Fluttershy's mane and tail were slightly frazzled and her eyes were red from crying but she was smiling softly despite everything.

"Angel…" I whispered.

"Do you really love me Ni…? Do you truly? If you don't that's ok… I just…"

"Yes I love you Fluttershy," I interrupted, keeping my voice quiet. "How can I not?" She squee'd and hid behind her mane slightly.

"I'll leave you two alone…" said Rarity sadly. As she turned to leave I stopped her with a kiss on her cheek.

"We'll talk later Rarity, I don't hate you," I said and Rarity nodded slightly and then trotted off quickly. I turned back Fluttershy and saw that she had moved closer to me.

"Ni…?" she whispered.

"Yes Angel?" I said tentatively.

"Kiss me," she said lowly. Taken aback by her request and assertiveness, I didn't move at first. After looking into her eyes though I saw that an overwhelming wanting and I obliged her. Our lips met and it was pure bliss for me. We moved closer to each other and our kiss deepened. Her tongue begged entrance to my mouth and I gently let her in and our tongues danced softly. After what seemed like an eternity we broke away from each other and stared into one another's eyes. "Come inside, I have something to show you," she said huskily. I followed her in without a word. We made our way to her room and she put the front half of her body onto the edge of her bed.

"What are you doing?" I asked trying to not stare at her inviting rump.

"Showing you how much I love you," she replied seductively. My mouth dropped to the floor.

"You love me too?" I choked out. She looked at me over shoulder and nodded with a smile on her face.

"Yes, but I want to feel your love. So I'm sorry if this sounds too aggressive but…" her voice faded slightly.

"What do you want me to do Fluttershy?" I asked, wanting her to say it.

"I want you to mount me Ni, and show me just how much you love me," she responded, her voice thick in anticipation and lust.

"As you wish."

Miles away in the Canterlot gardens, Celestia and Luna were walking towards a certain spot that they both dreaded. When they approached, all the guards in the area snapped to attention and Shining Armor came up to the princesses.

"Thank you for coming your majesties," he said with worry laced in his voice.

"Of course captain," answered Celestia. "What is the problem?" Shining Armor lead them towards the statue of Discord.

"You can see for yourself princess," he answered. The princesses looked over and gasped when their eyes landed on the statue. The barely noticeable cracks from before had grown to easily visible sizes and a red glow was emanating from within the cracks.

"How is this possible sister? The Elements have never failed in imprisoning him before!" cried Luna.

"They have not failed us dear sister," replied Celestia, her voice filled with curiosity. "Every time Discord has escaped it was because of outside forces, not the prison failing. Something is aiding him break free, what it is however eludes my deduction." Luna looked worriedly at Celestia.

"Surely there art something we can do to stay Discord a bit longer to discern what is helping him?" she asked anxiously. "We are not powerless are we not?" Celestia smiled at Luna.

"Of course not, I have an idea… captain?"

"Yes majesty?" Shining answered.

"Create a shield around the statue. The strongest you can muster." He saluted sharply.

"Yes ma'am." He turned towards the statue and closed his eyes. His horn erupted in purple light and energy as he concentrated. A purple sphere of magical energy coalesced around the statue and remained there after Shining opened his eyes and stopped spellcasting. "It is done princess," he said as he took deep breaths.

"Excellent job captain. Now Luna, join your magic to mine. I'm going to need it." Luna nodded and a pale blue aura extended from her horn to Celestia's. Celestia closed her eyes and her own golden energy combined with Luna's. After building up a charge the energy arced from her horn and engulfed the bubble shield. The shield began to reshape to the same dimensions as the statue itself and shrink down so that it was now form fitting. Celestia ceased the spell and gazed upon her handiwork. The shield had became invisible and the red glow that had been emanating from the cracks earlier was now gone; but the cracks remained. "That will have to do for now while we investigate," said Celestia confidently. "Come, we must not waste time standing here. We must find whatever, or whoever, is aiding Discord." Luna and Shining Armor nodded and followed her back the main castle. Unknown to them however, one of the shadows cast by Luna's moon had eyes.

"Don't fret master; I will gather our elements and set you free… free to bring the chaos back… the glorious chaos…"

**author's note: **a cock-block and a cliffhanger! why? because fuck you, that's why. lol no, but seriously, i love all you guys. i went back and read all the reviews since i started this little story and i couldn't help but smile at all the kind words and suggestions. you guys are awesome (if some of you are girls my bad, im just being general. lol). for the record i will be introducing some reader suggested OC's soon and i have considered ALL suggestions. if you have any female oc's, please suggest them. anyways, hope you enjoyed the chapter, and i look forward to what you have to say.

brohoof to all. /)


	14. Chapter 14

Chapter 14

My eyes wandered over the pleasantly round and soft looking posterior in front of me. Fluttershy looked over her shoulder at me and arched an eyebrow.

"Do you not like how I look Ni? If you don't that's ok…" my smile grew and I set a soft gaze towards her.

"Fluttershy, you are BEAUTIFUL. There is nothing I don't like about you," I replied sincerely as I moved closer to her. She squee'd and turned to look towards the headboard of her bed. I climbed over her backside (which wasn't hard since I was taller than her by a bit.) and leaned my mouth close to her ear. "What do you want me to do angel?" I breathed. I felt her shudder.

"You already know Ni…"

"I want you to tell me EXACTLY what you want." She took a deep breath.

"I want you to rut me like you love me, like you can't get enough of me. I want to feel every inch of you against every inch of me. I want to feel your love inside me Night Wing," she replied in a low, hungry, lust filled voice. It was my turn to shudder at her words. Nopony had ever said that to me before, much less had I actually mated with any mare before. I felt myself becoming extremely aroused and I decided to start.

**Clop scene**

"As you wish my love," I said and backed off of her back a little. My member was quick to harden and pulsed slightly when I started moving it with my hoof. I guided the tip towards Fluttershy's obviously wet folds and pressed against it. She squeaked when she felt the contact and moaned softly.

"Oh Celestia Ni…! You're so warm…"

"I'm glad you like it angel. Now, I've never done this before…"

"Neither have I," she said.

"I heard it hurts a bit at first; just let me know if it's too much ok?" She nodded her head in response. "Here goes…" I started pushing harder against her femslit and her head leaned down on the bed. I felt how much resistance there was and I added more force accordingly. When the head of my stallionhood entered her marehood she let out a loud squeak. I slowly pressed forward as I reveled in how tight her pussy was. The deeper I went, the wetter she got and it made it easier to enter. I stopped when I was about a fourth of the way inside when I felt resistance in front of my member. "Angel? I think that's as far as I can go…" she panted a bit before answering.

"You have to push through that Ni, that's what hurts me."

"Are you sure?" I asked.

"More sure than anything else right now," she replied and then leaned back to kiss my nose.

"Ok then, brace yourself…" I tried pushing gently but that only yielded some slight yelping from Fluttershy. So I decided to thrust deeper and harder. As soon as I did I felt the resistance go away and a large section of my cock plowed into Fluttershy. She looked up and let out a heartfelt scream that I swore broke a window. I leaned forward without moving my dick and gently kissed the side of her head. "You ok angel?"

"Yeah, just please don't move for a second… you're just so big…" we stayed there with my member buried in the wonderfully tight marehood of Fluttershy's for a while until she moaned slightly. "Oh fuck me Ni… fuck me good…" I was startled by her language but my body reacted for me. I pulled out of her about half way and then pushed back in slowly. She moaned loudly and I took that as a good sign. I began to move in and out at a steady rhythm and she kept moaning louder and louder. After only about a minute she got quiet and her walls clamped down on my cock and her juices sprayed out from around my member. Halfway through her orgasm she screamed at the top of her lungs. I grunted at how tight she got and then started going faster. She was so wiped out that she didn't even bother trying to keep her front half up and just laid there splayed on the bed. With her back arched it let me get a better position for thrusting and I began to pound against her bottom. After slamming my rock hard pole down to the hilt into her heavenly plot for only a few more minutes after that I felt my own climax rising. I stabbed my cock in as deep as I could go and just let go of everything. My seed gushed out and filled up her pussy to the brim and beyond.

"Ooohh NIIIII!" she screamed as she felt my cum overflow her. As I pumped spurt after spurt into her I felt her orgasm again. I felt pressure against my cock and I pulled out to let it release. Her juices, mixed in with mine, spurted out from now very much overfilled marehood and spilled freely onto the floor. My own remaining cum dripped from the end of my now slightly less hard member and joined the growing puddle on the floor. We stayed like that for at least ten minutes; me leaning on her back with my head by hers, she laying on half of the bed trying to stay upright. She turned her head and brushed her lips against my cheek, too tired to even kiss me properly. "Ni…?"

"Yes angel?" I replied.

"I love you…"

"I love you too."

**End clop scene**

After what felt like a considerable amount of time, Fluttershy and I cleaned up after ourselves and became presentable again without the stench of hot sex sticking to us. We made our way back into town to announce to our friends that we were officially dating. The whole way there we were glued to each other's sides, not wanting to separate for anything. We decided that we should tell Twilight first so that she could gather up the rest of our friends. Once at the library we walked straight in and found out we were not the only ponies visiting Twilight. Another pony seemed to be waiting patiently near a bookshelf on the far side of the room, and upon closer examination looked like he hadn't slept in ages. He was a dark red earth pony with a reddish brown mane and a lantern cutie mark. When he saw us enter he smiled towards us and nodded a greeting. I returned the gesture and we sat down a few hooves away from him. Twilight was nowhere in sight so I decided to try and entertain myself.

"Hello, are you waiting for Twilight too?" I asked the earth pony. He nodded his head slowly.

"Yeah," he replied.

"What's your name?" asked Fluttershy shyly.

"Lancer, miss…?"

"Fluttershy."

"Fluttershy… aren't you one of the elements?" he asked. Fluttershy hid behind her mane a bit.

"Yes, yes I am," she answered in a whisper. Lancer smiled widely and approached her.

"It is an honor to meet you Ms. Fluttershy," he said as he bowed his head slightly. I could see a deep blush had formed on her face and she meeped softly. "And who are you?" he asked as he gestured towards me.

"I'm Night Wing," I said as I extended a hoof to shake. "Fluttershy's coltfriend." Lancer's smile grew and winked at me.

"Well I must say, you snagged one of the best mares in Equestria; nice job." I smiled and turned to see Fluttershy buried in her own mane blushing furiously.

"So Lancer, what brings you to the Ponyville library?" I asked.

"Well I've been travelling around a lot trying to find a cure for my insomnia. Why? Do you want to try and stop me?" he asked suddenly with a hint of aggression. My eyebrows shot up and I lifted my front hooves up in surrendering manner.

"Whoa, I was just wondering. I'm not gonna stop you from doing anything." He calmed down quickly and shook his head slightly.

"Sorry… I just…" he took a couple deep breaths and then set a look of seriousness on his face. "I'm a paranoid schizophrenic who has insomnia." He chuckled slightly. "Should have warned you about that…"

"It's alright, no harm no foul," I said. "Are you trying to cure your paranoia and schizophrenia too?"

"Yeah, I figured if I can get some actual sleep first that taking care of the rest will be easier."

"That makes sense," said Fluttershy quietly. "If a pony can't sleep, then everything else gets worse." Lancer nodded solemnly. We all heard hoofsteps coming from behind a door by the stairs and it opened to show Twilight levitating a sizable book with her magic.

"This is the best one I could find Lancer, I hope… oh hey Fluttershy, Ni. It's good to see you," she said as walked over to Lancer. She turned her gaze back to Lancer and moved the book in front of him. "This was written by one of Equestria's experts in insomnia, and it's the latest edition in his series on the subject."

"Thank you Ms. Twilight," said Lancer as he took the book on one of his hooves. "I really appreciate you looking all over your library for this."

"It was no problem Lancer, my assistant isn't here today so I just have to do more by myself than I'm used to. I just wish you didn't have to wait so long."

"I had good company," he said gesturing to Fluttershy and myself. "Well I'll see you around, nice to meet all of you." He took the book in his mouth and trotted out the door. Twilight turned back towards us and smiled.

"I'm guessing that you both are ok after the day before yesterday?" We both nodded.

"More than just ok," I said, a smile growing on my face.

"We're dating now Twilight," said Fluttershy in an ecstatic voice. Twilight's eyes bugged out and a smile exploded over her features. She rushed over and hugged both of us tightly.

"I'm so happy for both of you!" she almost yelled. "This is so good to hear. Have you told anypony else?"

"Nope, we wanted to tell you first so you could get everypony else to come here," I said. She nodded her head in understanding.

"Ok then, I'll get everypony to come."

After half an hour all of the mane six were in the library looking at me expectantly. All I offered them was a big smile.

"Um, Twilight? Not that Ah don't like hanging out wit y'all, but why are we all here?" asked Applejack.

"I'll let Ni tell you," was Twilight's answer. They all turned to me and Fluttershy moved to my side. Feeling her against my side I felt even better about what I was about to announce.

"I have an announcement for you all, I hope you'll all love it as much as I do," I said and everypony turned their heads towards me. "I have the extreme honor of telling you all that I am Fluttershy's coltfriend." Rarity, Applejack, and Pinkie gasped and Rainbow Dash's eyes widened. Pinkie went ballistic and started bouncing all over the place all the while screaming about how excited she was. Rarity almost fainted and Applejack had a big toothy grin. Rainbow dash was strangely stoic and that made me uncertain what her feelings were.

"Ohmygoshohmygoshohmygosh! Ihavetoplanthebiggestpartyfo ryoutwosothatwecancelebratea ndohmygoshwhydon'twejustdoitnow!?" shouted Pinkie as she pulled her party cannon out and fired at random spots around the library.

"This is simply marvelous darlings! I am so happy to see this momentous occasion come to pass," said Rarity after she had readjusted her mane from almost falling.

"good on ya, to both of ya fer getting' together," said Applejack as she came up to me. "I hope this will last a long time." She hugged both of us and kissed my cheek. I smiled and thanked everypony and then turned my attention to Rainbow Dash.

"Rainbow? Are you ok with us being together?" I asked tentatively. She fixed a half-lidded stare on me and huffed slightly.

"Yeah sure, whatever."

"Rainbow Dash! How can you be so indifferent about this?" said Rarity. "This is a joyous moment, Fluttershy getting her first coltfriend."

"Sure, her first coltfriend that happens to have an evil demon thing inside him that takes over his body. Nice catch Fluttershy," said Rainbow sarcastically. Rarity, Twilight, and Applejack recoiled at her words and I flinched.

"Rainbow Dash! Now come off it this instant! What in tarnation is wrong with you?" said Applejack as she went up to the rainbow themed mare. Rainbow shook her head like she was trying to explain something to a foal.

"Don't you see it? He's just gonna end up hurting her! It's not safe for…"

"How DARE you!" yelled Fluttershy suddenly, garnering the attention of everypony in a shocked silence. "How dare you even SUGGEST a thing like that!" Rainbow's face had dropped but then regained its determination.

"I'm just saying what everypony else is thinking Fluttershy, we all know he's going to hurt you." At that I could almost see the steam blow out from Fluttershy's ears.

"Now you listen good Rainbow Dash," said Fluttershy as she went right up to RD's face. "You can take your issues with your past and sod off with them! All I wanted was your support in my new relationship, my FIRST relationship; but instead I get you backwashing all this… this… bullshit! Ni never meant to hurt you! He was under somepony else's control! Why won't you accept that!?" Rainbow seemed to deteriorate under Fluttershy's verbal onslaught and refused to make eye contact.

"But he… he…"

"He is not HIM Rainbow," said Fluttershy as her voice gradually returned to its normal volume. "He is nothing like HIM." With that RD broke down and started crying freely. Fluttershy, Pinkie, and Applejack embraced her in a comforting group hug while Twilight and Rarity wiped tears from their eyes. I joined in the hug and we stayed that way until Rainbow's tears slowly stopped and she just sniffed every once in a while. We released our hug and Rainbow looked around at everypony's comforting smiles and she let a couple more tears come down.

"I love you guys…" she said while a slight smile made it onto her features.

"And we love you too darling," said Rarity. Rainbow looked over to me and her smile vanished.

"I'm so sorry Ni… I didn't mean…" I waved a hoof dismissively.

"It's ok Rainbow, I forgive you."

"Really…? You don't want me to do anything?"

"Well there is one thing that will really let me forget about all this…" I said in a mock contemplative tone.

"I'll do it, anything!" said RD desperately. I turned and gave her a serious look.

"Gimme kiss."

"What…?"

"Gimme kiss," I repeated puckering my lips. She stared at me like I had gone crazy.

"That's it…? That's all I have to do?" I nodded my head and closed my eyes.

"Well they ain't gonna kiss themselves, get to it," I said with a shit eating grin under my puckered lips. She laughed and then planted her lips firmly on mine. It didn't take long before she thrusted her tongue into my mouth and the battle for dominance started. We duked it out until Rarity cleared her throat loudly and we broke apart. "So do you support Fluttershy and me?" I asked. She nodded her head vigorously.

"Yeah, I'm down with you two," she beamed. "I hope you and I will get official soon too." I sputtered.

"Say what?"

"You don't know? If a colt wants to have more than one partner they can start a herd. Of course their first marefriend or wife would have to agree to it." I looked around the room and saw the same look in all their eyes and I started getting scared.

"Umm… I'm not sure I'd be able to handle that…" I said nervously.

"Oh Ni, you'd be great at it," said Fluttershy reassuringly. Her words did little to calm my now frayed nerves and I sat down staring at the floor in a panic.

"But what if I don't want it? Then all of you will hate me…" I didn't see it but all their eyes widened at the thought of me not wanting to date all of them.

"Darling," said Rarity. "Is it that we don't suit your tastes?"

"No no no no no! You are all very attractive and I really like all of you," I said trying not to offend anypony. "I just don't think that it would be fair to other colts who want to try and court you." They all blushed heavily and Rarity fixed a look of pure adoration on me.

"Oh Ni you are such a gentlecolt! To have such consideration for your fellow colts, that is a rare thing indeed," she said.

"While I'm sure we are all flattered, it's not like colts are lining up to date us Ni," said Twilight. "At least not with me."

"Me neither, I can never get past a first date; and I've only been on like… three dates!" exclaimed Pinkie. The other girls nodded in solemn agreement. I looked at all of them and sighed.

"Ok, but let me ask each of you in my own time ok? I wanna be able to make all of you happy," I said.

"Sugarcube, just you saying that makes us happy," said Applejack and the rest nodded. I smiled and motioned them all over for a hug. We embraced and Pinkie giggled. After releasing them they all started filing out to go back to their jobs. Twilight tapped me on the shoulder before I turned to the door and I faced her.

"Ni? Do you want to practice some more magic?" I glanced at Fluttershy in a questioning manner and she nodded.

"Sure, I could always learn more."

Lancer breathed hard as another wave of pain hit his body. He began writhing on the floor and grunting from the agony of the onslaught.

"Why didn't you let us out!?" said an otherworldly voice from his mouth.

"I can't let you just run free…!" said Lancer as he caught his breath. "I won't…" more pain shot through his body and he screamed.

"you can't keep us at bay for much longer, you haven't slept in months… give in to us and we will grant you the rest you so desperately want…" his mental strength wavered as he contemplated the offer.

"No!" Lancer said firmly. "I will not condemn the world with your presence!"

"Oh you stupid stupid pony, we don't want the world…" the voice said as it sent another burst of torture upon Lancer. "We only want the chaos…"

**Author's note: **God this took forever, i'm sorry you guys. writing a scene with all of the mane six plus Ni is a bitch. again, really sorry for the wait. i read my story from the beginning and i'm like "this story is such shit." i know its decent but there are so many stories out there are so much better than mine. i just wanted to thank all of you for joining me on this journey of Night Wing. to Reviewer Joe: thanks for the kind words and i hope you'll continue to like my story. look forward to reading your reviews. also, if any of you guys play team fortress 2 on PC, hit me up so we can exchange steam names and play a couple games. and for you xbox players, i am going to try and be on live sometime around christmas or january. halo 4 and battlefield 3 are my games. hit me up for more info. until next time.

Brohoof to all. /)


	15. Chapter 15

Chapter 15

My lungs burned as I greedily gulped down air. Not wanting to show how tired I was I put up a stoic expression on my face.

"C'mon Ni! Give me more!" yelled Twilight enthusiastically. I grunted and put more effort into my task.

"I won't last much longer…" I breathed.

"Oh you're doing so well Ni!" she said. "Keep going!"

"Hnnnng!" I released and collapsed onto the floor completely spent and sweat glistening on my forehead.

"That was awesome Ni," cooed Twilight into my ear. "You lasted a lot longer that time." All I could do was suck air and try to regain coherent thought. Twilight looked over to Spike who was standing a couple feet away holding a clip board in his claws. "Did you get his time?"

"Yup! He lasted sixteen minutes and forty nine seconds that time," he replied as he scribbled the information onto the clipboard. "Two minutes longer than last time."

"You hear that Ni? You improved by two minutes!" she said excitedly. I gave her a tired smile and slowly got up into a sitting position.

"I can't believe I lasted that long…" I said as I wiped my brow.

"Bow chicka bow wow!" crowed Pinkie.

"Pinkie? When did you get here?" asked Twilight perplexed.

"Oh I just showed up to liven up this intro to the chapter. The writer felt like doing it."

"Writer?" Spike asked becoming confused.

"Yeah! The one who hasn't updated this story in like FUR-evuh!" said Pinkie as she bounced over to me and pecked me on the cheek. "Plus I wanted to say hi to Ni who, as the writer will tell you, I haven't seen in a couple days." I looked around alarmed.

"There's somepony watching us?" I asked.

"Yup, he's right there!" said Pinkie pointing towards a random spot in the air. "He's the one sitting in the corner of the library."

"I don't see anything Pinkie…" said Twilight as she scrutinized the spot where she had pointed.

"That's probably because he hasn't written you seeing him yet," replied Pinkie. "Hey Mr. Writer man! Make Ni horny so I can suck his funstick again! That was fun!" The writer shook his head and said something about more character development. "Aw… fiiiine. But make it soon or I'll go over there and bang your brains out. Actually… I'll do that anyways! See ya guys!" Said Pinkie as she suddenly ran towards the area she had gestured to and jumped up. The next instant she was gone and having loud rambunctious sex with the writer in the back of the school library.

"What in the HELL just happened?" I asked Twilight. She shook her head.

"I have no idea; she sometimes goes on about how somepony is watching us."

"Ok… should I try holding Tom again?" I asked motioning towards the large rock sitting behind me.

"No we can stop that now, I'll give you a break," she said smiling. "You should go talk to Rainbow, see how she's doing."

"Sounds good, thanks again for teaching me magic Twilight. I really appreciate it." She blushed and turned towards Spike.

"It's no problem Ni, I enjoy teaching you. Spike, take the data back to the library and put it in the lab," she said.

"Will do!" said Spike saluting and running off in the direction of her library. Once he was gone Twilight rounded on me and planted her lips on mine. I returned it out of instinct. She broke it off and smiled softly at me.

"See you later Ni," she said.

"See you," I replied smiling bashfully. She giggled and started trotting towards her home. I spread my wings wide and shot into the air. I hadn't flown in a while so I immediately went to my maximum altitude and cruised for a bit; just enjoying the thin, crisp air. I remembered Twilight's suggestion to go find Rainbow Dash so I went into a steep dive. As the air screamed past me I searched the skies for her, spotting a patch of clouds towards the north end of Ponyville. I angled myself towards it and started pumping my wings to get some more speed. Just before I impacted one of the larger clouds I flipped my wings up and turned them into airbrakes, which slowed me down enough that I only made a loud pomf sound as I landed. Using my natural Pegasus magic I walked around looking for Rainbow. I didn't have to look, or should I say hear, far. I came across a snoring Rainbow Dash sprawled lazily over a cloud, her leg twitching slightly.

I smiled and then stopped when I realized that her legs were spread open rather attractively. I gulped nervously but then a rather devious idea crawled into my brain. I grinned impishly and quietly trotted over to her lower abdomen.

**Slight clop advisory**

I lowered my muzzle to her nether lips and breathed across them slowly. It had the desired effect and Rainbow stopped snoring. I planted soft kisses on her slit and her breath hitched. I decided to up my game and I opened my mouth. I slowly licked up her and a deep moan came from Rainbow. I licked a couple more times and then stopped to move up to her ear.

**End clop advisory**

"I know you're having fun Rainbow," I whispered in her ear. "But it would be a lot better if you were awake." Her eyes shot open and she punched me across the face. I was sent into another cloud and I bounced off of it and landed back on the cloud Rainbow was now crouched on.

"Ni…!?" she cried groggily. A groan of pain was my response. She rushed over to me and cradled my face in her hooves. "Ohmigosh I'm so sorry Ni! I thought you were some random pervert! Are you ok?" I had brought up my front hooves to gently rub my now throbbing face and prevent any more attacks.

"Luna's sake Rainbow… you hit hard…" I said.

"I'm so sorry Ni…! I didn't know…" she stopped speaking and I felt some sort of liquid drip onto my hooves. I peeked out and saw that Rainbow was crying. I gently pushed her off me and hugged her.

"It's ok Rainbow, shhh…" I held her a she continued sob onto my shoulder.

"I'm just like him now…" she mumbled. I held her out and looked at her questioningly.

"Who's this 'him' I keep hearing about?" I asked. Her eyes fluttered open and then widened in shock when she saw my face.

"Ni… your face…" she breathed and then burst into more crying. I quickly smoothed out a space on the cloud and froze it to create a makeshift mirror. I looked at my reflection and saw that my right eye was almost swollen shut and purple.

'Well that explains why I can't see on my right side…' I thought. I turned my attention back to a bawling Rainbow. I felt horrible for making her cry and pulled into my warm embrace. She continued sobbing for a few minutes until she finally started to calm down.

"C'mon Dashie, its ok. It was just an accede…"

"NO! It's not ok! I just decked you in the face! You saw your eye! I'm no different them him now…" interrupted Rainbow. By now I was getting frustrated with her.

"Rainbow Dash, if I say its fine, that means I don't care what happened. Now please, before you say anything else, explain to me who this 'him' pony is that everypony seems to be mentioning." She looked at the ground and sniffed hard.

"He was my coltfriend a few years ago…" she said quietly.

"Tell me about him," I urged gently.

"We met at flight camp, he was actually one of the bullies there," she started. "I knocked him down a few pegs and then we didn't see each other for a couple years. Then one day I'm getting my weather assignment and in he walks like he owned the place." I frowned slightly but kept quiet. "Turned out that he was assigned to my weather team. Long story short he messed up our rainstorm and turned it into a lightning storm that started a wildfire. We got it contained but afterwards I went looking for him to give him a piece of my mind." She looked down and choked out a small sob.

"What happened next?" I asked.

"I found him… crying his eyes out in an ally… he said he was sorry, that he never meant to start a fire. He kept going on and on about it so I decided to hug him to make him shut up. But then… he kissed me…" Instantly I became angry at this pony that would do that to Rainbow, remembering her encounter with Shadow Flash and that she wouldn't let anypony touch her without her approval.

"That bastard," I muttered.

"Not yet Ni…" she said softly. I nodded my head and gestured for her to keep going. "Things got hot and heavy real quick after that, we would meet up and have little sexcapades in random places. I loved it. I really got into it after he started spanking me…" she looked up and saw my expression of awkwardness and chuckled lightly. "I'm sorry. Anyways, it was great times until he started hitting me outside of our love making sessions. It began small, then got to full on beat downs in about a month." My expression changed to absolute fury and my featherpoints started glowing; magical plasma dripping off and burning holes through the cloud.

"Please tell me you kicked his ass?" I said with barely contained rage. She shook her head shamefully.

"I let him do it… I thought that if I tried to stop him he would leave me…" Tears started leaking again from her eyes again. "Afterwards he would say he was sorry and that he didn't mean to hit me that hard and I would always forgive him." She wiped her eyes and took a deep breath. "Then one day he broke my wings… and it dawned on me: I was being abused. After I got out of the hospital I ran; I ran as far as I could until I collapsed just outside of Ponyville. Applejack found me and took me in for a while. I didn't even tell her the full story until about a year ago on the anniversary of me coming to Ponyville. I told all the girls then." She looked up at me with a small smile. "That's the whole story, I swear."

"What is his name?" I asked quietly.

"I'm not going to tell you Ni." Anger boiled up inside of me.

"Why won't anypony tell me anything!? I get that it's a big deal but seriously! Do you not trust me enough to tell me his name!?" Dash flinched at my words.

"I trust you Ni, I really do. But I can't tell you who it is because if I do you'll go do something and I might lose you forever in the dungeon…!" said Rainbow practically yelling. "I'm not going to lose you." I took several deep breaths and calmed myself down. Once I my heart had stopped beating like a drum inside me I reached out and pulled Rainbow into a tight hug.

"You can't lose me Dashie. I can fly faster than you remember?" She laughed and poked me in the side.

"Yeah right, you cheated last time," she said teasingly.

"Me? Cheat?" I asked in a mocking tone. "Rainbow Dash I believe you took yourself out of that race." We laughed a bit more and then fixed a half-lidded look on each other. "You wanna go eat?" I asked suddenly.

"Ha! Sure why not? I'll follow you," she replied.

"Um I'm going to have to follow you Dash, I have no idea where any restaurants are," I said. She laughed.

"Ok, but make sure to keep up!" She jumped out of my grasp and gracefully backflipped off the edge of the cloud. I quickly dove after her and spread my wings. As we hurtled towards the ground she curled her wings and picked up speed. I was quick to copy her and soon the ground was welcoming us with open arms. We both sweeped into a horizontal flying position a few hooves off the ground and kept our speed. Rainbow seemed to have a place in mind so I simply tried to keep myself in her baffles. Once we got into town we started weaving around buildings and buzzing pedestrians. A few looked annoyed but the younger ones gawked and smiled. A few seconds later Rainbow closed her wings and twisted so that her back was facing the ground at a 45 degree angle. Confused, I watched her let out an excited yell as she impacted hoof first into a hay wagon. I cut up 90 degrees and looped around to land on the same wagon. Once I touched down I saw that Applejack was the pony pulling the cart.

"Hey Applejack," I said happily.

"Howdy Ni. How you doin'?" she replied smiling.

"We're awesome!" yelled Rainbow as she popped out of the hay, grinning like a crazy person.

"I wuz wunderin' who went and jumped mah cart…" said AJ as she unhitched herself. "What happened tah yer face Sugarcube?" Rainbow Dash gulped nervously but I just kept on smiling.

"Oh its nothin', just hit my face against a tree earlier. I was flying low and not really concentrating so…" AJ nodded in understanding.

"Ok, but please be a mite more careful next time? I hate seeing you get hurt."

"No problem Applejack," I said and Rainbow let go of the breath she had been holding. "So what are you doing with this cart of hay in the middle of town Applejack?" I asked. The farmpony shook her head.

"Pinkie Pie wanted it fer sumthin'. When I asked her 'bout it she said to 'take a leap of faith'."

"Well that's… odd…" I replied. Where is she anyways?"

"I think she's up there!" exclaimed Rainbow as she pointed up. Applejack and I followed her gesture and saw that Pinkie was on the roof of Sugarcube Corner; specifically she was crouched the tallest spire. But what made me really confused is the she was wearing some sort of white cloak with a hood that partially concealed her face. As we watched she stood up on her hind legs, perfectly balanced, and looked around slowly. Then to our collective horror she jumped off the top with her forelegs outstretched. An eagle call was heard as she plummeted and she neatly landed in the hay cart; knocking me off and crushing Rainbow.

"What the hell Pinkie!?" yelled Rainbow as she struggled to get out from under the party pony. I dusted myself off and got up to help but Pinkie quickly popped out from the cart giggling.

"Oh that was so much fun! Did you see me? Huh? Did ya!?" she chirped energetically.

"Ya nearly gave us a heart attack Pinkie!" said AJ. "What were you doing?"

"A leap of faith, duuh!" exclaimed Pinkie. "I told you that already." Applejack shook her head.

"Whatever you say Pinkie, just warn us next time ok?"

"Will do!" she smiled.

After digging Rainbow out of the bottom of the cart we all went for some food at an open air restaurant down the street. Once we finished up there we got dessert at Sugarcube Corner and stashed Pinkie's cloak in a drawer. Rainbow said she needed to arrange for some late cloud cover and took off. Pinkie disappeared after realizing that she had forgotten to make a batch of cinnamon cookies for a customer which left me and Applejack sitting at the table.

"So how have ya been since I saw ya last Ni? Twilight really workin' you out?" asked Applejack as she sipped on some apple juice.

"Yeah, she's been teaching me all she can about magic and how to use it properly. Today we worked on some levitation spells and I practiced by holding Tom in the air for as long as I could," I replied after swallowing part of a chocolate cupcake I had been eating.

"Sounds like fun, but you should work out more than jus' yer mind."

"What do you mean?" I asked before taking another bite.

"While bein' great with magic is handy and all, you should be able to use yer body for when your mind fails ya," she replied. "Magic can't always solve yer problems." I nodded my head.

"Yeah I know, I'm pretty strong though. I didn't even have magic before I came here so I'm pretty good when it comes to that." She smirked at me like I had just challenged her.

"Is that so? Well shucks, let's go see how strong ya really are," she said as she got up and started walking out. I followed her out and we headed over to her family's property. Once there she guided me over to a tree stump and sat down in front of it. "We're gonna have us a hoof wrestle."

"Um, ok? What do I do?" I replied.

"Simple, just grasp mah hoof with yer's and try to pin mah arm to the table. Simple," she said grinning in anticipation.

"Ok…" I said nervously. I copied Applejack's stance on the stump and took her hoof in mine.

"Ready, set, GO!" she exclaimed. I saw her straining against my hoof but neither of our hooves was moving.

"Um… Applejack? Have you started?" I asked.

"What!?" she cried when she realized that hadn't moved an inch against me. "how're you… what in… how're you doin' that!?"

"Doing what? I'm not even moving," I asked as my confusion grew.

"I'm giving ya all I got and I haven't even moved at all!" she practically shouted.

"I don't know!" I exclaimed. "I didn't even notice you were doing anything!" She sat there dumbfounded for a bit and then renewed her efforts. After a few more seconds of that I tried pushing against her and ended up slamming her hoof against the stump.

"Pardon mah language Ni but HOLY FUCK!" she yelled. "How in tarnation did you do that?" I raised my hoof up to my face and looked all over it.

"I have no idea! I know I'm strong but I can't be THAT strong…"

"Let me try again," she said and we went at it again. After a few more tries she decided to do something else. She led me over to the apple orchards towards a thicker looking tree. It looked old but still very much alive. As we got closer I could see hoof marks on the lower section of the trunk and sent AJ a quizzical glance. She caught it and smiled nostalgically. "This here is mah family's buckin' tree. We practice against it when we're younger and when it ain't apple season to keep in shape. It's a red oak so nothin' really phases it," she said proudly.

"Cool," I said gaining a new respect for the tree itself having survived a whole family of ponies bucking it. "You want me to buck it?"

"Eeyup, give it yer best shot," she said as she leaned against the aforementioned oak. I turned my back to it and set up for my kick. I made sure I wasn't too far away to avoid looking like an idiot and missing. Once set I looked at Applejack, who nodded, and coiled up for my strike. I bucked as hard as I could and felt the impact all the way in my forehead. The sound of snapping wood made it to my ears at the same time my hooves connect with the tree. Before I could turn around I heard AJ gasp loudly. I turned around quickly and my jaw dropped at what greeted my eyes. Apparently I had misjudged my angle and kicked the tree at an odd thirty degree angle, but that wasn't what made me stop and stare; it was that a good portion of the side of the trunk had been blown completely off.

"Sweet mother of Luna…" I muttered. Applejack was at a loss for words as she examined the damage. "I'm so sorry Applejack…" she didn't respond and that's when I knew I was in trouble. I sat low on the ground and wrapped my wings around myself to shield me from her obvious wrath. Tears stung my eyes as I braced for her rage. 'Stupid stupid stupid… why did I do that…?' I thought as I heard hoofsteps come close to me. 'Now I'm going to die a horrible death at the hooves of a beautiful mare…'

"Ni?" I cringed at her low voice. "Look at me Ni." I peeked out from between my feathers to see her face in an oddly neutral expression. "Do you know what you just done?" I whimpered in fear but couldn't look away from her emerald eyes.

"I ruined your family's heirloom…" I said quietly hoping to avoid making her more upset with me. She maneuvered one of her hooves in between my wings and pulled my face out and angled it towards her.

"You jus' pulled off what every member of the Apple family has dreamed of doing since they were born: you just broke the Red Oak of Sweet Apple Acers," she said with a slight tear in her eye. "Do you know what this means?"

"You're not mad with me?" I asked hopefully. She chuckled and kissed me softly.

"It means that yer now an honorary member of the Apple family." She moved away and picked up a smaller fragment off the ground and brought it over to me. "This is yer's now." I reverently took the fragment and smiled brightly at her.

"Not that I'm not grateful, but why are you giving this to me?" I asked.

"From now on, wherever you go, if you run into any Apple family members, show them this and they will treat you as their own. No matter what," she said with a proud smile. "We take care of our own."

"Thank you so much Applejack," I said as tears started leaking from my eyes. "This means so much to me… after my mom died I never had any family to call my own…" AJ brought me up and hugged me tightly. "Thank you…" I breathed.

We stayed there in each other's embrace for a couple minutes and then the farm pony slowly released me and motioned me to follow her. We meandered our way back over to the Apple's house and barn while talking about various issues involving nothing. Once we reached the barn Applejack opened the door and strode in; I waited at the door.

"C'mon in Sugarcube, yer part of the family now. You can come and go as ya please," she said as she took off her signature hat.

"Ok…" I replied as I unsteadily walked in. She undid the red tie at the end of her tail and mane and set them next to her hat. Her mane and tail flowed freely after being released from the ties and looked almost like they were moving in the non-existent wind. I stood transfixed by her natural beauty with my mouth slightly ajar as I just drank in the sight of her looking around for something.

"Ni? Can you spot my brush? I left it in here this mornin' and can't seem to find the darn thing now…" said AJ as she continued to search. I didn't respond as I "searched" for her brush while actually just staring at her every move. After a bit more of searching she found it and began to brush her tail. She hadn't noticed my staring yet and kept on talking despite my non-responsiveness. After a while she stopped speaking and looked directly at me. "Ni? Equestria to Ni, are ya there?" she asked while chuckling. I looked down embarrassed and shuffled my hooves nervously.

"Sorry… it's just that…"

"Jus' what?" she inquired with a teasing smirk on her face.

"It's just that you're beautiful… and I can't stop staring when you let your mane and tail loose…" I kept my gaze down so I wasn't able to see the blush that had formed on her face.

"W-well thank you kindly Ni. That's one of the nicest things anypony has ever said tah me," she said as she tried to control her voice.

"You're welcome," I said as I looked back up at her. "Applejack? I know that Pinkie Pie, Twilight, and Fluttershy think I look nice but I was just wondering… what do you think about my looks?" She giggled a bit before answering.

"Well now Ni, I didn't take you for a stallion that was concerned with his looks," she teased.

"I'm not really, I was just curious."

"I judge a stallion on character more than looks Ni, and in that regard yer a mighty fine stallion. As for looks…" she came over to me and whispered in my ear. "Every time I look at'cha I have a hard time keeping mahself from rutting you on the spot." My eyes went to the size of saucers at her words and the feel of her warm breath on my ear sent shivers down my spine.

"T-t-thank you…?" I shakily replied. She didn't move from her position but her voice changed to a husky, lustful tone as she cooed in my ear.

"c'mon Night Wing, Big Mac is out on errands, Applebloom is with her friends for the day, and ol' Granny Smith won't wake up for another couple hours." She began nipping at my neck as she continued speaking. "Let's go for a ride." My member decided it liked that idea and quickly hardened to full mast before I could even process what Applejack had just said. I moved back a little bit so I could see her eyes. When we locked onto each other I saw nothing but pure lust and affection coming from her deep green pools my heart started beating faster. My feelings for her multiplied and I wanted nothing more than to satisfy her desires.

"Then saddle up AJ, let's ride."

**Author's note: **yeah yeah i know, cliffhanger ending. sorry. and i know you all hate me now for taking so long to update and for that i apologize deeply. i just wanted to thank all of you again for following this story, its turning out way bigger than i ever thought it would and it seems to add followers by just sitting around and collecting dust somehow. if every single one of you left a review on this chapter this story would jump up about 6 places on the the most reviewed page for the romance category. that's a crazy thought for me. :) anyways, hope you all enjoyed this chapter. the next one will be solid clop, just letting you know. lol no real story changes present so don't worry if you don't want to read a solid clop chapter. reviews are welcome and i love conversing with all of you. until next time.

Brohoof to all. /)


	16. Chapter 16

Chapter 16

**Clop advisory in effect; chance of cloppiness: 100%.**

As soon as the words had left my mouth Applejack slammed her mouth into mine and pushed me against the ground. As she forcefully kissed me I could feel her hips grinding against my now VERY hardened member. After only a few minutes of that she broke off of my lips and panted while sliding up my body to align her core with my cock.

"Normally ah would ask if you was ready, but seein' how yer all fired up and such ah'll just go ahead an—" Her statement was cut off by her own gasp as I suddenly thrust into her dripping pussy. Due to our position I was only able to get about halfway inside her, but she didn't even notice as she instinctually began to grind on my pole. "Dad gum Ni! Yer a mite bigger than I was expecting!"

"Is that a bad thing?" I asked, worried that I had done something wrong.

"Oooh hell no…" she cooed in response as she bobbed slightly. "Makes it all the better…" she slowly eased herself downwards onto my hardness and reinitiated contact with our lips as she moaned. Once my cock was fully enveloped in her tight folds I let out a hearty groan into AJ's moaning.

Her tightness was nothing like Fluttershy's. While Fluttershy was undeniably tight, as tight as a virgin was expected to be, she had a certain softness that allowed a little play when it came to direction of thrust. Applejack however was made up of pure feminine muscle. Her tightness was reinforced by a firmness that begged to be pounded. I started realizing this after AJ started moving up and down along my shaft with a sense of slow urgency.

She broke off from my lips again with another moan and leaned up until she was straddling me. She planted her hooves and began moving in earnest along my cock in a hard rhythm of up and down movements. I began to add my own thrusting to the mix so that I complimented her, and as she moaned appreciatively I kept adding power. Soon she was screaming from the top of her lungs as she impaled herself over and over again on me. I grunted and groaned as she increased the pace and marveled at her vice-like hold on my cock.

Without warning her pussy clamped down even harder and she gave a mighty yell towards the heavens as she came. Her juices squirting out forcefully and adding even more wetness to our joining. She didn't cease her pumping as her cum jetted out and I too joined in the yelling as my own orgasm crashed against my senses. Jet after jet of my cum shot into her core as I came; so powerful and so voluminous was the stream that it actually lifted AJ off my cock and dumped her heaving body onto my chest as we both continued to squirt out our respective love juices.

We lay there for a moment catching our breath and Applejack kissed at my neck passionately. I draped one of my forelegs around her and kissed her forehead while I stared up at the barn ceiling.

"Ni?"

"Yes Applejack?"

"Yer cock is still hard…" I looked down and saw that it indeed was still very hard and resting between AJ's toned butt cheeks.

"Guess that means we will have to go again," I said as I started sitting up.

"Oh I was hopin' you'd say that," said the farmpony as she purred contentedly. I was sitting upright now and had my forelegs wrapped around her midsection as she wrapped her own forelegs around my neck. Her hips moved out and touched the tip of my pulsing member with her quivering nether regions. Moving my hooves to her flanks I used them as leverage to slam her onto my cock and she yelled out. I started the rhythm right where we had left off, causing her to continue screaming over my shoulder as wet slapping noises reverberated off the walls. She bounced wildly on me as I thrust into her; her movements stoking a wildfire in my gut that I didn't even know existed. Her folds clamped down again and she screamed even louder than before; her juices squirting out from around my cock. She went limp and started to fall back but I quickly hugged her against myself.

"Oh Niiii…" she said lowly in a sing-song voice. "Give me more…" she begged. I looked into her eyes and saw that she was exhausted; despite this she was asking for more.

"How can I say no?" I asked as she giggled. After a bit of maneuvering I was able to stand up without removing AJ from my cock. I shuffled over the one of the walls and leaned her against it. Once she was comfortable she gave me a nod and I immediately slammed into her. With her legs spread as wide as they could go I had nothing keeping my shaft from piercing her completely, something that I took full advantage of. Her moans/screams of pleasure filled the air as I pounded away into her all too eager pussy; a very wet slapping noise fueling my dark, sexual satisfaction. After a bit more of my merciless assault her pussy constricted once more as she let out a hoarse yell. This was the last straw for me and I came soon after; filling her up to the brim and beyond once again.

We both stayed there as I leaned my forehead against her shoulder for support while her legs limply dangled at her sides; my cock still buried to the hilt inside her. My cock slowly softened and retracted itself from deep inside her. Once it popped out, a small gush of fluids bursted from both our respective nether regions and added to the considerably sized puddle of cum beneath us. Once my cock was retracted Applejack slowly slid to the floor and landed with a small, wet slap; my cock being the only thing keeping her up at that point. Both of us were panting heavily and I made my way to sit next to her.

**End clop advisory.**

We sat there for a good ten minutes winding down from the incredible sex we had just had. I could feel an odd throbbing in my gut and I dismissed it as being caused by my love-making. I looked over at AJ and I almost laughed. Her tongue was hanging out of the side of her mouth and her eyes were half-closed. Her panting slowly coming down to normal breathing patterns. I leaned over and kissed her neck softly.

"You ok Applejack?"

"Yeah Ah'm fine Sugarcube," she managed to say. "But ah have a feelin' I won't be able to walk straight later…" I chuckled into her neck.

"I'm sorry about that, anything I can do to make you feel better?"

"Jus' stay for a bit. If you could fetch the garden hose 'round back I would be mighty thankful." I laughed a bit and did as she requested. When I brought it in she was standing shakily near the various puddles we had created. I proceeded to turn on the hose and wash her down with the stream of water. After bathing her and myself, we went into her house to get some grub.

As we were preparing a meal I couldn't help but spare a glance towards Applejack as she went about gathering things up for our food. She seemed so at home that half of the things she grabbed she didn't even have to look to see where they were. Her inner beauty only intensified as I watched.

"Ya know, starin' ain't normally polite Ni," she said with a snicker, breaking me out of my adoring state. I looked away quickly and grabbed a couple plates with my magic.

"I'm sorry," I said. "It's just that you are an incredible mare." She blushed slightly but her instinctive gathering did not stop.

"Oh that's just the afterglow talkin'. I did give you a crazy ride not too long ago," she replied teasingly.

"I'm serious AJ. Everything you do around here comes so naturally to you; you don't even have to think about it. I just wish that I had that level of… familiarity with anything." She stopped and put a hoof on my shoulder.

"You will Ni, I know it. I can see you startin' a family and settling down somewhere real nice. It might not be now, but you will; I promise you that." She had a huge smile on her face and I couldn't help but return it.

"Would you like to be part of that future Applejack?" I asked. She sputtered and looked at me with wide eyes.

"Are… are you askin' me tah be your marefriend…?" she asked, her normal confidence wavering slightly.

"If you want to," I replied. "I've grown to care about you too much to let you stay as just my friend." She wrapped her forelegs around my neck and slammed her mouth onto mine.

"YES! Yes, Ah would love tah be your marefriend!" she cried out when she finally broke off the kiss.

"Thank you for accepting AJ," I said, my voice laced with emotions. "I'll try to be the best coltfriend I can be."

"Sugarcube, with the way you are, Ah can assure you that you will never be a bad coltfriend."

**Elsewhere…**

"DAMN HIM!" roared a creature as magical beams shot through the air and blasted the floating image of Ni and Applejack. "He continues to build his little… harem with the damn elements… but not the elements I had planned…" the creature began to pace back and forth along the stone floor; his hand-like appendages grasped behind him. "My plan needs to be accelerated before the princesses start to wise up." He closed his eyes and established a mental link with one of his minions. "Change of plans my sweet; you need to make the journey to Ponyville early."

"Yes my master," purred a smooth voice in response. "I shall leave at once."

"Make sure to collect our sleepless friend on your way, he is no doubt in need of some… comfort as of late." The creature chuckled darkly.

"Of course master. I will seduce him to our side and we can finally have another element ready for your plan," said the voice dripping with carnal lust. "May the chaos rule forever," she said and the connection went dead. The creature yowled in slight pain and clutched his head as he knelt down panting.

"I grow weaker and weaker as Night Wing continues to disobey me…" he turned to an almost identical creature hanging from one of the walls in heavy chains. "This would be so much easier if you would simply join me." The creature walked up to his twin and lifted his chin up to face him. "Have you changed your mind? Are you ready to become part of yourself again?" The twin barely opened his swollen eyes and looked into his other half's face.

"Never…" he choked out and the creature slapped him across the face so hard that his head swung around and impacted the wall he was chained to.

"So be it. I don't need you to complete my rebirth. Once I have all of my elements I will break free from this stone prison and reap chaos across the land, making sure that Celestia dies last so she can see her precious world burned by the very sun she controls." The creature walked away cackling madly.

"Let the chaos begin…"

**author's note: **another unacceptably long wait time... i'm really sorry for pulling another valve move on you guys/girls. :((( i hope you liked this chapter, despite how maddeningly short it is. i just wanna say again that you all are awesome. if it wasn't for you guys/girls this story would be nothing, and i probably wouldn't have continued writing it. i'll do my best to update faster but don't expect bi-weekly chapters. a question for you all: are you a male or a female? i wanted to know my demographic. i have a feeling that most of you are guys (pervs. lol) but i'd like to know nontheless. i am am a male in case you were wondering. lol i won't stalk you if you're a girl, i swear. i won't hit on you if you're a guy. (if you couldn't tell i'm a very hetero man. lol oh look i'm rambling. welp, see you guys soon.

brohoof to all. /)


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